The Cave AU Series 2: The Mist
by shadowglove
Summary: AU Sequel to THE CAVE. After Jack's death, in an effort to get her cousin to start to live again, Lois and Chloe go on a vacation. Of COURSE their vacation spot would suddenly get targeted by some unnatural evil. At least there's a cute guy.
1. Chapter 1

**Disclaimer: I do not own Smallville or The Mist.**

_This is an __**AU sequel **__to the story "__**The Cave"**__. The OFFICIAL sequel, "The Pyramid" is already posted and can be found on my author's page. This two different sequels take place in two different universes that branch off in different directions after the events of The Cave._

Written for my Paranormal25 150 Prompt Table. Prompt of the day # 103: Berserker.

**Berserk/Berserker:** To be seized by a trance-like, uncontrollable rage characterized by incredible strength and a frightening lust for carnage. The term is derived from the Old Norse word for a common type of mercenary warrior among the Vikings.

* * *

"Why don't we go for a little midnight skinny dipping?"

Looking up from her magazine, Chloe Sullivan grinned at her cousin, best friend, and assistant as of one year ago, Lois Lane. "Do you _want_ to get us arrested for indecent exposure in public?"

Brown hair up in a ponytail, Lois pouted. "You know, I thought vacations were supposed to be _fun_."

"Will you _stop_ complaining?" The blonde cousin shook her head in amusement. "This place is nice, and anyway, Lex was right. This year has been really busy for us. Not only have I had to learn to get some sort of semblance of control over my new abilities, but we're still working at the same time. It's been hectic and we needed some nice and _quiet_ time away from the hustle and bustle of Metropolis."

"I _know_." Sighing, the elder of the cousins pulled back the curtain from the window and looked outside at the darkness of the night, frowning slightly when she saw lightning, heard thunder, and realized that a storm had appeared out of apparently _nowhere_. "I just _miss_ the hustle and bustle."

Putting down her magazine, Chloe smiled. "I kinda do too, but this place has its redeeming qualities. It's in a small town, we have a _gorgeous_ cabin by a large lake, there's mountains---."

"And cute military hunks who nearly walk into posts when they see you." Lois' grin was large and mischievous as she turned towards Chloe. "You should have gone and introduced yourself you know."

A blush stole across Chloe's face as she ducked her gaze. "I don't think so."

"Why not?" Lois frowned, letting the curtain fall back in place as she turned in the loveseat to look at the younger woman. "This is because of what happened to Jack, isn't it?"

"It's not just that." Sighing, Chloe ran her fingers through her hair and looked down at her feet before raising green orbs to meet Lois' honey-brown ones. "I'm just not the right sort of person for anyone---_Lois_, I'm not even a _person_ anymore."

Brown eyes narrowed as Lois leaned forwards in her seat. "Don't you say that Chloe Sullivan."

"But it's _true_ Lo." Chloe smiled slightly at the woman who truly loved her despite _everything_. "I'm not human anymore. My mutations coupled with the parasite from the Kawatche Caves and the one from the Carpathian Cave have changed me. You know that I now have 24 chromosomes when a human has 23…what else do you want me to say? I'm some sort of subhuman who has this creature in her that goes crazy whenever there's blood around."

"I _will_ slap you." Lois was serious, eyes dark as she stood. "Chloe, you're human. You hear me? Things might have happened to you but you're my cousin. You're the best person I know, and you have a lot of people who love you. Sure, things happened to you and you now are an _evolved_ person, but you're still human."

There was a loud clap of thunder and the lights went out.

Chloe sighed, opening her eyes, forcing the shift, seeing the darkness of the room disappear as her eyes went gold, knowing they shone in the dark like a cat's. "Human. _Right_." Shaking her head she stood and walked towards Lois, grabbing her hand and leading her through what was pitch-blackness for the other woman. "Come on. This storm is getting violent."

"See? If it wasn't for your cat eyes we'd be seriously running into things right now." Lois announced chirpily as they slowly made their way towards the basement.

"That's me, Catwoman."

Chloe never failed to find the ironies in her life amusing. Before she might have felt Hollywood-horror going down an unknown basement in the dark, but with her ability to see in the dark it took away much of the spookiness of normally creepy situations.

"Wait here." The blonde let go of her cousin's hand and turned to go back upstairs. "I'll get the flashlights and our pillows and stuff. The landlord said that there are some cots folded up in the corner in case of these sort of storms."

"I know, I know. Tornadoes might brew." Lois nodded her head. "Go get me some light."

"Yes ma'am." Chloe laughed as she shook her head and hurried up the stairs. In a couple of minutes she'd gotten what they needed and hurried down to the basement. The women found the cots, unfolded them, and put on some fresh sheets and things, all the while listening to the storm above them as it grew with intensity.

"Do you think it'll turn into a tornado?" Lois asked, sitting on her cot, hugging her knees to her chest.

"I don't know." Chloe admitted softly.

Both women winced when they heard something crashing through the upstairs window.

"They can't charge us for that, right?" Lois wanted to know, looking up at the ceiling, as if itching to see the damage herself. "I mean, it's not _our_ fault that whatever just came through the window came through the window, you know what I mean?"

Chloe nodded her head, looking around the room now faintly lit with some candles. "We should probably sleep."

"Easier said then done." Lois muttered, blowing out the candles. "Where is Smallville when you need him?" With that she sighed and laid down.

Chloe turned and looked at her cousin in silence. It'd been hard on all of them since Clark had left to go and see if any of his race had actually survived, but it'd been harder on Lois. Sure, she'd told him that if he left to forget her having told him she loved him and to stay away, but that had just been her hurt speaking.

And now a whole _year_ had passed without one word from the Intergalactic Traveler, and Chloe knew that Lois was beginning to fear that Clark had taken her words seriously.

"Good night, Chlo." Lois whispered into the darkness.

"Night."

* * *

"A tree. A _freakin' TREE_."

"Yes, I heard you the first coupla hundred times." Chloe snarked as she leaned against Lois' miraculously unscratched Chevy Tahoe, eyeing the damage to the house Lex had rented for her and Lois's 'carefree vacation time'.

"A freakin _tree_ flew through the window and stabbed the house!" Lois was getting a little too much enjoyment out of this. "And here I was saying that things were _boring_." The grin on the brunette's face was slightly ridiculous. "What do we do now?"

Both women had awoken early that morning to the sound of silence, and had gone upstairs to find a huge _tree_ embedded halfway inside the house. They'd managed to climb up and around it and get outside to survey the damage from a little distance.

"We should probably head into town." Chloe decided, pushing away from the Chevy Tahoe. "Our cellulars' signals are down so if we want to contact Lex and let him know what's happening we're going to have to try one of the pay phones in town."

"Plus, we should stop by the grocery store before and get some breakfast or something." Lois nodded, zipping up her hoodie and jingling the keys in her pocket. "I say we hit the grocery store first though because with this amount of damage everywhere people will want to stock up, especially on the essentials like water."

"Good point." Chloe agreed as she entered the vehicle. Earlier on they'd brought all of theirs that hadn't been destroyed and loaded it into the car, so they didn't need to go back into the destroyed house for anything. "I just wish that we could have bathed instead of just taking a swim in the lake with our bikinis on. It doesn't _seem_ like bathing to me."

"Well I bet most of the people around here haven't even been able to do _that_." Lois declared as she got into her beloved car and closed the door behind her, putting the keys in the engine and starting it. "Thank _god_ you're working my handsome lil' hunk."

Rolling her eyes at Lois' love for her car, Chloe giggled and looked out of the window as they turned in the driveway, her gaze on the lake. "Look at that."

Stopping, Lois looked out in the direction her cousin was pointing. "Wow. I've never seen real mist before."

Chloe frowned slightly as she looked at the heavy mist that seemed to be coming from the mountain down into the lake. "And _I've_ never seen mist coming off of a mountain like that before."

Lois nodded, smiling slightly. "The way it hovers over the water? _Pretty_." Shifting into gear, she drove out of the driveway and down the road, going slower than she usually would because of the fallen debris all around them.

They drove for a while until they hit the highway, the only road towards town, watching as vehicles from the electric computer zoomed passed them.

"Well, CMP's out in force." Lois smiled. "Maybe we'll get our power back soon." She paused. "Not that getting our power back is our main concern."

"Yeah." Chloe nodded, fidgeting with the radio, trying to find at least _one_ station that could be on with some news about the storm they'd gone through. "WZN is off the air, but Portland's still broadcasting." Turning up the volume, she tried to hear the voice of the man speaking through all the static.

"Hey Chloe, you think your hunk is in one of those?"

Looking up at that in curiosity, Chloe's eyes widened as she saw army vehicles filled with soldiers heading away from town. She narrowed her eyes slightly, wondering where they were going and why they needed to get there so quickly. "Lex said that the army base is up in the mountain, right?"

"Uh-huh." Lois nodded, eyes on the road once more. "Said they were working on something called the Arrowhead Project. That they'd come to his dad for funding some years ago, which was why he knew about it."

"I wonder what the Arrowhead Project is." Chloe murmured, eyes on the review mirror at the hurriedly departing army vehicles.

"I asked Lex." Lois admitted. "He says that he was told that it was Missile Defense Research but the woman at the Laundromat told me that everyone knows it's a cover up and that the army has a crashed flying saucer up there with frozen alien bodies."

"Yeah, Miss Edna." Chloe smiled, remembering the nice yet somewhat crazy old woman they'd met while going to wash their clothes the other day. "While I usually don't discredit tales of the unknown and bizarre, when it comes from a woman who spent most of our time there telling us all about her love-affaire with Bigfoot, I tend to just smile and let an old woman have her fantasies."

They looked up as another procession of army vehicles zoomed passed them.

"Well, _they're_ in a hurry." Lois announced.

"Yeah." Hugging herself, Chloe wondered why she felt chilled.

They soon made it into town and headed towards the grocery store. Lois parked close to the entrance and went inside while Chloe hurried towards the payphones by the street and tried calling Lex, but when she picked up the receiver she realized they were dead.

"The lines must have gone down during the storm." Sighing, Chloe put down the receiver and turned, heading towards the grocery store and entering, never noticing that she was being watched from across the street.

The blonde walked through the grocery store doors, nearly bumping into a tall, handsome man talking to one of the cashiers asking her if she could babysit his son this Thursday so he and his wife could have a date night. Chloe shook her head and smiled, walking passed them, eyes peeled, looking for her cousin.

She found her in aisle 5, cart already filled with water, chips, some bottles of alcohol and a box of heavy-duty Trojan condoms.

"And we'll be in need of these _because…_?" Chloe asked, raising an eyebrow as she lifted the box for inspection.

"Oh, _we_ won't need them." Lois announced, a mischievous smile on her face. "I'm only getting them just in case I manage to knock some sense into you and you go introduce yourself to that army hunk of yours."

Dropping the box as if it'd burnt her, Chloe felt her blush return full-force as she picked up the first thing she could find and concentrated on it. Thankfully it was today's discarded newspaper. "Hey, look at this. According to **The Castle Rock Times** last night's electric storm was the largest on record. It says that thousands are in the dark as 'power outages grip the region'."

"And that has _got_ to be the most unsubtle change of topic. _Ever_."

Sighing, Chloe turned towards her cousin. "Lois, we went over this already. He's not interested in me, and I'm not interested in him. Even if I was, I'm not someone suitable for someone else. Someone _human_."

Lois' smile dropped as she reached over and placed her hand on Chloe's shoulder. "That's why you clung to the thought of Jack getting better, isn't it? That's why you could let him go to get '_better'_ because you felt you had to because he was the only one who _wasn't_ supposedly human, like _you_?"

Chloe's eyes lowered. "Lois--."

"Jack's body couldn't withstand the mutation, Chloe, yours could. You were strong, he wasn't." Lois' grip on her shoulder tightened. "A year has passed and I need you to move on. Jack _wasn't_ your only hope at a relationship." She suddenly grinned. "And you are _so_ pathetically blind if you think that army hunk wasn't interested in you."

This was yet another thing Chloe loved about her cousin. Lois didn't beat around the bush, she went straight to the point, made her thoughts known, and then did or said something that kept the moment from being oppressive or _depressive_. "I love you. You know that right?"

"Of course you love me." Lois grinned brightly, squeezing her shoulder before letting go. "Now, I'm going to buy these Trojans for you as a Get-Laid-Already gift. Don't make me have spent my money in vain, okay?"

"_Lois_." Chloe groaned in exasperation, picking up the condoms once more and reading the back with a raised eyebrow. "Even if I _was_ ready to get _laid_ as you so delicately put it, and even if I _was_ interested in this guy, who says I'll ever see him again?"

"The fact that he and his two not-so-cute buddies have just walked into the store and he's trying to get the courage to come up and talk to you?"

Chloe's eyes widened as she spun around, box of condoms in hand, green gaze connecting with his darker one. She could have _sworn_ that she heard Lois snickering from behind her, but Chloe didn't have the time to whack her over the head because 'army hunk' pulled off his cap and was making his way towards her.

"Hey." He smiled, looking a perfect mixture of embarrassment, eagerness and nervousness. "I was wondering if I would see you again before I left."

"Left?" Chloe asked, hating herself for how breathless she sounded. Honestly, it'd been such a long time since she'd made such a fool of herself in front of a male. Before the cave she hadn't had time for a man, and after it she hadn't seen why she should bother---especially after Jack's death. And yet here she was, holding a ridiculously large box of condoms and talking to a tall, dark, handsome stranger.

"Yeah, we're finally getting our leave." He smiled, dimples deep in his cheeks. "I, uh, my name is Wayne Jessup." He ran his hand over the back of his head of shortly cropped hair in a telling nervous gesture.

"Chloe Sullivan." She outstretched her hand to shake his, but that was when she _finally_ realized that she was still holding the box of condoms. Going beet red she looked up at him in horror before throwing the box over her shoulder and away from her. "Um, that was my cousin's."

"Of course." He looked amused.

Somehow she saw the humor in the situation and managed to smile as well. "So, you're stationed in the mountain, huh?"

"Yeah, have been for about a year now." Wayne nodded. They lapsed into uncomfortable silence before he looked up. "What do you do?"

"I work for Lexcorp." She nodded though she didn't know why.

"Really?" He looked impressed. "What do you do there?"

"I---." She closed her mouth when a dark man wearing a uniform and a helmet with the words MP appeared by their side.

"Excuse me." Wayne smiled apologetically as he allowed the man to take him aside where his other two friends were waiting.

Sighing as she watched him go, Chloe turned and looked for her cousin. After a second's search she found Lois in the _long _line, leaning against the cart, grinning at her.

Shaking her head, the blonde went towards her. "I hate you."

"Oh c'mon, I think the box of condoms was a _great_ conversation-opener." Lois teased. "Now _shh_, I'm listening to the gossip."

Grinning, Chloe shook her head and remained silent.

"Hello Ms. Reppler." A little blonde boy announced, holding his mother's hand and standing next to the man Chloe had seen asking the cashier earlier on if she would babysit for him and his wife 'Stacy'.

The elderly woman with glasses who'd been talking to another woman turned and smiled as she looked down at the boy. "Well, hello to _you_, Billy Drayton." She looked up at his parents. "How'd you hold up in the storm?"

Mr. Drayton exchanged glances with his wife before sighing. "We had a tree come through the picture window last night."

"_Apparently that's a common thing around here_." Lois whispered to Chloe before continuing to listen into the conversation.

"And the boathouse got all smooshed." Little Billy announced excitedly. "Mr. Norton's tree fell on it."

"_Billy_." Mrs. Drayton announced, sending a look at a dark man a little to their left whom Chloe assumed was Mr. Norton.

"Ouch." Ms. Reppler intoned. "Sorry to hear that."

"Yeah." Mrs. Drayton sighed.

"So, how did _you_ guys make out?" Mr. Drayton asked, voice tired.

"Oh, we're fine." The woman standing next to Ms. Reppler announced. "It's the listings I'm worried about. At the very least, I'll bet every one of our "For Sale" signs fell over."

"We had damage at the school, wouldn't you know?" Ms. Reppler, obviously a teacher despite her advanced age, shook her head. "That's what we get for not fixing that roof when we should've, but with funds being cut every year…" She sighed. "You'd think educating children would be more of a priority in this country, but you'd be _wrong_. Government's got better things to spend our money on like corporate handouts and building bombs."

The woman would have probably gone on and on if it hadn't been for the sound of loud passing sirens wailing. Everyone stopped what they were doing as they looked out of the front of the store, which was made out of pure glass, and watched as police cars and a fire truck zoomed pass.

"Daddy, is there a fire?" Billy asked his father.

"David, it's in the direction of the lake." His wife Stacy, announced, eyes worried.

"I'm sure everything's fine." David Drayton replied, eyes never leaving the road.

"Mind what you're doing Sally." The manager told the cashier who'd offered to babysit for the Draytons. "We're still working. Get back to it."

Sally sighed and rolled her eyes, getting back to the bagging of her current customer's groceries.

"Oh, come _on_! We got 10 days leave." One of Wayne' friends' voice reached Chloe and she turned to see the four of them huddled in the corner, the three younger men looking annoyed and the MP just shrugged.

"Yeah, check our papers." Wayne' other friend reached for his pocket.

The MP raised his hand. "Look, I told you. All leaves are cancelled." He opened his mouth and continued before the three soldiers could complain. "I don't know why." He looked outside. "I gotta go check the pharmacy out. You three men meet me back at the Jeep in five minutes. That's an _order_."

Chloe sighed. _So much for the condoms_… NOT that she'd been planning on using them or anything.

The MP turned and left, exiting the grocery store and heading towards the pharmacy that was right besides it.

"Shit, man!" One of Wayne' friends cursed in annoyance. "Another half an hour and we'd have been gone."

Wayne sighed and turned towards Chloe, catching her watching him.

The blush deepened as she quickly ducked her gaze and looked away. _Great, now he's gonna think I'm a snoop_.

And yet there wasn't much time for her self-recriminations because suddenly a klaxon blared loudly, causing everyone to look up in worry. Silence filled the grocery store as they looked outside, tense, waiting, wondering why the warning was because rung.

The klaxon continued to blare, getting louder and louder, filling Chloe with a deeper dread than the one she'd awoken with.

"What's going on?" Lois whispered.

"I don't know." Chloe whispered back. She felt heat behind her and turned her head enough to see Wayne standing behind her, his dark gaze narrowed, looking through the plate glass.

"_Oh, my __**God**_!"

Hearing Sally's gasp, Chloe jerked her gaze back to outside and her eyes widened as she saw an old man running desperately towards the store, blood gushing down his nose and staining his shirt. He kept looking behind him and back at the store, as if…as if something was chasing him.

"_Something in the mist_!" He screamed as he burst through the open door, causing people to cry out. "Something in the mist took John Lee!"

"Dan, catch your breath." A short, balding man with glasses and a kind face reached for the older man, placing his hand on his shoulder.

"Something in the mist took John Lee." Dan cried again, looking at the man. "I could hear him screaming." He turned, terror in his eyes. "Shut the doors! Shut the doors! My God!"

A couple of men surged forwards and closed the front doors to the store.

David swooped up his son Billy with one hand and pulled his wife Stacy to him with the other.

"Daddy, I'm scared." Billy whimpered. "Can we go home?"

The klaxon continued to blare.

"Don't go out there!" Dan cried out as people surged forwards towards the glass, desperate to get a view, of what, they did not know. "There's something in the mist. It took John Lee."

"_Screw that_!" A man in overalls announced. "I'm gettin' in my car."

Lois and Chloe exchanged looks before returning their gazes to the man as he hurriedly pushed his way passed the onlookers and rushed out of the store towards where he'd parked his pickup.

"Mister! _No!_" Dan called out as police sirens added to the wail of the klaxon.

Everyone watched with bated breath as the man hurried towards his truck, eyes widening as they finally saw the huge, _thick_ blanket of mist descending towards them.

Chloe pushed passed a couple of bystanders and opened the door, Lois hot on her heels, as they watched the man trying desperately to get his key into the door of his truck as the mist reached him, enveloped him, hid him from their view.

"Chloe, maybe we should get back inside." Lois whispered despite the fact that the people who'd come out with them to get a better look weren't paying attention to them.

The blonde ignored her cousin, eyes on the place where the man and his car had been seconds ago. She waited, still, tense…and then it happened.

The man screamed loud and painful, jump-starting everyone but Chloe and Lois into turning around and rushing back inside in terror.

"_Chloe_?" Lois asked, nervousness in her voice and yet obviously determined to stay next to her cousin.

"Get back inside." Suddenly Wayne was there, his hand on her upper arm as he pulled Chloe and Lois back into the store and closed the door behind them, locking it shut.

Everyone in the store now hurried backwards, watching as the mist ate up everything, leaving them with no visibility…leaving them trapped.

"Daddy…" Billy whimpered.

"It's okay, it's okay." David held his son near.

"It's---it's a pollution cloud." One old man announced, combing his beard in a nervous gesture. "The mills down in Rumford. Some kind of chemical explosion. _Has_ to be."

Chloe's breathing accelerated. _Oh God, I hope so_.

"What _is_ it?" Someone whispered to their right.

"What's going _on_?" Another whispered.

Everyone was so terrified they didn't even want to speak normally, each afraid the noise would bring about doomsday.

"_It's death."_ One woman in the front whispered, catching Chloe's attention since it'd been the same thing _she'd_ been thinking seconds ago.

Suddenly the world around them began to shake violently as peopled screamed and cried, losing their balance and falling to the ground. Things crashed and rumbled all around them. Pieces of the ceiling fell down below, as did lights that'd hung from above. The building's girders groaned as if in pain.

"Stay down!" Someone shouted over the chaos.

And just as quickly as it'd started, the shaking stopped, leaving frightened and confused people behind.

Someone to Chloe's right coughed from the dirt that'd lifted, and to her left someone was crying.

"Are you okay?" She turned to Lois, who nodded silently.

Only when they were sure the shaking had stopped did people begin to pull themselves to their feet once more, looking around them, eyes wide in fear.

"That was an earthquake." Someone said.

"I tell you," the older man with the mustache announced. "The goddamn mills blew up!"

And yet somehow Chloe doubted it. Something inside of her was pacing, it was on the alert. This was more than just some harmful chemicals in the air.

"Is everyone okay?" The short, kind-faced man asked, pushing his glasses up the bridge of his nose. "Is anyone hurt?"

"Everybody just stay put, okay?" The manager of the store, whose nametag read BUD, announced. "Just stay inside the store." He turned to the bagboy, a pimply-faced teen whose nametag read NORM. "Let's start with the cleaning. Get the spilled bottles, broken glass, stuff like that. Aisle three has medical supplies for those that might have gotten hurt."

"Yeah, sure, okay." Norm nodded before heading to do as told, Sally following him.

Chloe turned and noticed David and Stacy taking a crying Billy to the back of the store, trying to calm the terrified child.

With everyone busy trying to clean up the store (obviously they preferred to do some work and keep their minds off of the possible danger outside those glass doors), Chloe walked towards the plate glass and hesitated for a second before pressing her palm against it and closing her eyes.

"What is it?" Lois whispered by her side. "What are you sensing?"

Something pulsated outside of the glass, causing the creature in Chloe to pace restlessly, snarling.

Opening her eyes, she turned to Lois and _knew_ that her normally green orbs had morphed into their golden, feline form. And she knew why. "We're all in danger."

* * *

**So how was THAT for a first chapter? Huh?**

**Oh well…review?**


	2. Chapter 2

**Disclaimer: I do not own Smallville or The Mist.**

_So here we go with the second chapter to THE MIST. I hope you like it and leave me feedback---cuz you know I love it!_

* * *

An hour or so had passed since they'd been trapped. Lois had managed to strike up a conversation with almost everyone and thanks to that Chloe had learnt the names of a good amount of people in the store.

There was Hattie: The Realtor, Irene Reppler: the teacher, David, Stacy and Billy Drayton…Ollie (the kind-faced guy with glasses who was a cashier as well), and Wayne' friends Manuel and Vincent. There was also Dan, the old man who'd run into the shop with the bleeding nose and Cornell, the old man with the mustache who still swore this was all happening because of some mills.

Oh, and of course, there was Mrs. Carmody---the woman who'd called the mist _death_.

There were others who'd introduced themselves, but Chloe was already forgetting their names.

"How's Dan?" Lois asked Ollie, watching the old man as he stood by the glass, looking out into the mist with a pained, frightened expression.

"Well," the short man leaned on the broom he'd been using to sweep. "His nose stopped bleedin', as you can see. He's calmer now. Somebody gave him a Valium." A frown marred his face. "Can't believe the way he ran in here. I've never seen him like that."

Chloe looked up and watched as Wayne smiled at a little girl whose head he was tending to. Apparently he worked in the medical department of the army and was studying to be a paramedic.

The blonde couldn't help but smile slightly as she watched Wayne coax a grin from the frightened and hurt child.

"Hey Ollie?" She tore her gaze from Wayne and turned to look at the shorter man next to her.

"Yeah?" Ollie asked, pausing sweeping once more.

"There are a lot of kids here and it's getting kinda cold. Do you have any blankets of some kind for them to cover up with?"

"Good idea." Ollie nodded, thinking. "Furniture pads. Loadin' dock."

"I'm going to go get some." Chloe announced.

"Need any help?" Lois asked.

"No, but could do with the company." Chloe smiled and waved her cousin over as they made their way towards the loading dock.

"Soon as it blows away we can walk out of here safe _and_ free." They heard Mr. Norton speaking to a group of people in whispers as they crossed them to get to the loading dock. "But we have to be _smart_ about it. First thing we need to do is keep our wits about us and find out what's happened."

"Well, how we gonna do that, my man?" One of his listeners wanted to know. "We got no phone signal. Got not radio."

"I'm sure they're working on those problems as we speak." Norton reassured. "It stands to reason that restoring communications would be their priority. It's obvious that we're—we're in some kind of natural disaster here."

"Ain't nothin' obvious about this sonuvabitch from where _I _sit." Another of his listeners snorted.

"There ain't nothin' _natural_ about it either." Cornell announced, shoving his hands into his pockets.

"That's right." Another spoke.

"God, do _all_ lawyers like hearing their own voice as much as that guy?" Lois wanted to know about Norton as they pushed passed the doors of the loading dock and entered the darker section of the building, where products were stocked, machinery hummed, and there was an odd smell in the air.

"What _is_ that?" Chloe waved in front of her face, trying to get rid of the scent.

"Smells like the generator backing up." Lois made a face as they headed towards the sound of the backup generator the store management had kept on to keep the perishables from, well, _perishing_.

Lois coughed. "Jeez." Grabbing a towel left on a box, she pressed it to her nose and headed towards the smoking generator.

"Do you even know how to operate a generator?" Chloe asked, making a face at the stench, still waving her hand in front of her nose.

"_Please_. I can fly a jet and drive a tank." Lois's voice was muffled by the towel she had pressed to her face as she looked over the generator. "This little thing is a piece of cake." Leaning forwards she turned a switch and the generator died…as did the lights in the loading dock.

Lois straightened and continued to cough, looking around her at the pitch-blackness. She made a face at the two golden orbs shining in the darkness. "Uh, _Chloe_?"

Chloe grinned, walking easily towards her cousin and grabbing her hand. "You know, its moments like this that I don't mind being subhuman."

"If I could see your shins I'd _so_ kick them." Lois muttered as she trustingly allowed her cousin to lead her around each unseen obstacle.

Chloe opened her mouth to snark back at her cousin when she suddenly sensed it, her inner predator sensing the presence of another. "Quiet."

Lois, who usually would argue, must have sensed something in her cousin because she miraculously did as told.

And that was when they heard metal rumbling and creaking.

Both turned towards the sound, Chloe the only one able to see the door to the loading dock, one of those metal ones that you pushed up to open.

Something from the outside was trailing something up the creases.

The sound stopped.

Chloe tightened her grip on Lois to communicate _silence_.

Lois nodded, even stopped _breathing._

The sound returned, harder, more furious, the metal _bulging_ under the strain as something tried to burst through the door with its obviously massive weight.

Chloe turned and hurriedly pulled Lois out of the loading dock and through the swinging doors separating the store from the loading dock, only barely managing to shift her eyes to normal before the light hit them. The girls came to an abrupt stop when they came face to face with Ollie and two other men who looked like they might work at the same mechanical garage.

"Hey, whoa!" Ollie threw his hands up, seeing the girls. "Lois, Chloe."

"Did you guys hear that?" Lois asked, eyes wide.

"The generator?" Ollie asked. "We're just gonna go check it out."

"No, no, I turned the generator off." Lois shook her head. "It was backing up."

Chloe kept her head turned towards the loading dock, the predator inside of her snarling, telling her to go back inside and let whatever was out there know that this supermarket was _her_ territory and to back the hell _off_.

The blonde gulped, closing her eyes, trying to fight the monster within.

"Nobody else heard that sound?" Lois sounded pissed.

"What sound?" The one who's name tag read JIM asked.

Lois turned to Chloe, hesitant, before turning back to them. "Like...something...was pressing up against the door."

"Did you hear it before the lights went out, or after?" Jim wanted to know, giving Myron, his companion, a look.

"After." Lois announced as Norm appeared next to them. "But look, I heard it, okay? And Chloe did too. Tell them, Chlo."

"There's something out there." She replied, opening her eyes and narrowing them, voice sure and not nervous like Lois'.

"Nobody's calling you a liar." Myron announced, looking at Lois.

"That's what it sounds like." Lois narrowed her eyes at them. "It sounds like you all think we're just being jumpy women imaging sounds in the dark!

"No, no, no. No, ladies." Jim shook his head. "Don't take it thattaway. You had a _scare_ no doubt. Why don't we _all_ go check it out." He turned on the flashlight he'd had in his hands when the men had been about to go into the loading dock. "Allow me."

Lois took in a deep breath, and she and Chloe followed the men, plus a curious Norm, back into the loading dock.

Chloe, unable to shift in front of these men, felt claustrophobic and alarmingly vulnerable in the dark. Her monster shared the sentiments, trying to convince her to shift despite the presence of civilians.

"Oooopf!" Jim announced from in front as he chuckled. "Man. It's pretty rank in here. Myron, go check it out."

"All right." Myron nodded, going towards the generator.

"Go on." Jim ordered. "Fire it up."

The generator whirred to life and the lights came on.

Lois and Chloe stepped closer towards each other on instinct, their eyes ready and wary on the door.

Jim laughed as fumes began to come out of the generator. "All right! Shut it off!"

Myron obediently did as told. "Holy _crow_, don't that stink! Something's got the exhaust vent plugged up from the outside."

"You get it running long enough to raise that door a little," Norm announced. "I'll go out and clear whatever's blocking it."

"No, no, you can't do that." Lois shook her head.

"Why not?" Myron wanted to know. "It's an electric door, right?"

"Well, yeah, but it may not be wise to send him out there." Ollie considered, giving Lois a cautious look.

"Okay, I'll do it." Myron shrugged.

"It's not about _who_ goes out there." Lois was getting pissed, that was obvious.

"What, don't you think I can do it?" Myron snorted.

"Hey! I want to go!" Norm exclaimed petulantly. "It was _my_ idea."

"Well, wait, just stop." Lois put up her hands. "Is everyone here _stupid_? This isn't an ordinary mist! You open that door and something gets in here! And it won't be pretty and knowing our luck it'll be hella hungry!"

Chloe could sense the heckles being raised in the males at the snub and she placed a hand on Lois' shoulder to stop her from continuing.

Lois stopped, turning to look at her cousin in the dark, confused. "But Chloe..."

"They don't believe that something's out there." Chloe responded, pulling Lois with her another couple of feet from the door. "They're going to open it."

She realized that she unnerved the men with her attitude, but she didn't care. She knew men enough to know that even if it was to prove their manhood they were going to do this.

Jim turned to Norm. "Kid, I'm gonna start the motor, you raise the door, and you yell out when you get enough room."

"Okay." Norm smiled, excited, as he hurried towards the door.

Chloe took another couple of steps backwards, pulling her cousin with her.

"Ready kid?" Jim asked as Myron went to the generator.

"Let's rock." Norm nodded.

Lois reached up and grabbed hold of Chloe's shirt as the generator whirred to life and the lights came back on.

Norm pressed the button next to the door and it began to raise slowly, revealing the thick coat of mist outside. "Hold up!" Norm ordered, bending down at the entrance and looking out at the blanket of impenetrable white.

"_Chloe_?" Lois whispered as everyone took a minute to just _look_ at the mist.

Chloe didn't hear her, the predator within silent...waiting.

"So..." Myron grinned. "Any boogeyman?"

Jim laughed by his side. "Pretty scary, ain't it, Norm?"

Norm looked behind him at them and grinned, standing up, giving his back to the door, which was still practically closed, with a little room to squeeze in through at the bottom.

The men burst into laughter.

The predator within snarled, and Chloe crouched to her knees immediately, just barely keeping her eyes from shifting.

She could feel it, was looking for it, and that was why she was the first to see it.

The tentacle.

The laughter died as the men finally noticed what Norm couldn't, since the teenager had his back to it.

"Get _away from the door_!" Lois screamed.

Norm turned, eyes wide. "_What the fuck_?" He screamed as the large, thick tentacle wrapped itself around his leg. "Get it off!" Normal tried hurrying backwards, tried shaking it off. "Get this friggin' thing off me!" It gave a yank, causing him to fall harshly on his back. "Get it off! Help me!"

The men just stared on, in terror.

Chloe snarled, racing towards the teenaged boy and grabbing his arms, planting her heels down and holding on tight as the tentacle tried to pull Norm out.

Lois was by her side in seconds, grabbing onto Norm, grunting as she helped Chloe pull him in a little more.

"HELP ME!" Norm screamed in agony as the creature tried to yank him out, and the women tried to keep him inside.

"Oh my god!" Myron whispered, as more and more tentacles began to peek their way through the mist, heading towards the entrance.

"There's more!" Norm gasped in horror. "There's _more_!"

"Somebody _do_ something!" Chloe snapped, grunting, body trembling from the force she was putting into just keeping the boy where he was.

Myron and Jim had their backs plastered to the walls, eyes wide in horror.

"What the _fuck_ are you waiting for?!?" Lois yelled, beginning to slide, along with Norm and Chloe, towards the door.

The tentacle around Norm's leg revealed large _talons_, these talons biting into Norm's leg and ripping out part of it, blood flying everywhere.

The scent filled the air, entered Chloe's nostrils, and she snarled, closing her eyes tightly since they'd shifted without her permission.

More and more tentacles, seeming to be attracted by the blood, reached Norm, talons ripping out more and more skin, blood flying everywhere, Norm screaming in agony.

That seemed to snap Ollie out of it as he hurried to the emergency kit on the wall, breaking the glass and pulling out the ax. He hurried towards the women and raised the ax, but then the tentacle holding onto Norm gave a mighty _jerk_, pulling the boy from out of their grip and towards the door.

He was gone in seconds, but his screams lasted for much longer.

Chloe could feel herself cloaked in blood.

Her creature was _insane_ with bloodlust, scratching and biting and howling and hissing and...her whole body began to shake with the need...

"Chloe snap out of it!" Lois shook her and pulled her away in time for Chloe to feel the brush of the tentacle that would have grabbed onto _her_ if Lois hadn't been there.

The blonde growled warningly at her beast, and it stilled, going quiet, submitting.

Opening her now green orbs, Chloe watched as the largest tentacle by _far_ entered within, searching, _looking_ for something to sink its hidden talons into. "Start the generator you useless _idiots_!"

Jim and Myron could only stay plastered against the wall.

Ollie raced towards the generator and stopped, the large tentacle in his way. The tiny man took in a deep breath, took two steps backwards and then raced forwards, jumping _over_ the tentacles and racing to the generator.

Lois reached for a discarded broom and used it to press the button by the door, causing it to start closing down on the tentacles, and thus forcing the tentacles to retreat.

Chloe's eyes went to the ax Ollie had discarded and she picked it up, walking towards the tentacles despite Ollie's cry for her to get away. The blonde raised the ax, Norm's screams still echoing in her memory, and she brought the ax down on tentacle after tentacle, slicing through them.

The creature outside shrieked in agony, pulling out its remaining tentacles as fast as it possibly could.

Chloe then turned to the larger tentacle, and snarled as she brought down the ax repeatedly on it, the blood of the creature and of Norm mingling on her body and clothes as she screamed and continued chopping, _chopping_, until that thick tentacle was cut in _two_.

The door closed shut between them and the thing outside.

The predator within growled in an utterly smug way. It's territory wasn't going to be encroached on by _that_ creature again.

Chloe dropped the ax.

There was silence.

Terrible, awful silence.

Then she turned her gaze on Myron and Jim, knowing that while she was still very much human looking, she was scary.

"Hey, I'm sorry." Jim tried as he finally, shakily, pulled himself from the wall. "I mean, how the---how the hell was _I_ supposed to know what you meant?" He walked towards where Chloe was. "You said _something_ was out there. How was _I_ supposed to know what you meant? You should've said what you meant better."

Chloe shook her head at him, disgusted.

"I don't know, I thought maybe it was a big bird or something." Jim continued on. "You should have---."

Lois' right hook caught him by surprise, the force behind the blow causing him to fall to the ground amidst the chopped tentacles. "You ignorant _bastard_!" Lois kicked at him, furious. "_You_ killed that kid! _You_ did!"

Chloe grabbed her cousin by the waist and pulled her back as she struggled violently to get at Jim. "Lois, calm _down_."

"You two inbreds are the ones who killed him!" Lois continued to snarl and fight Chloe as Myron helped a shaking, bleeding Jim up. "You killed him and just _watched_! You fucking _cowards_!"

Jim sat down on the ground, looking as if he was going into shock, Myron not looking too well either.

"The _blood_." Chloe whispered to Lois, tensely, desperately. "I don't need more _blood_."

Lois went still immediately, understanding.

The mixture of blood in the air would be _torturing_ Chloe, and her cousin was only causing there to be _more_ blood to tempt her.

"Okay." Lois whispered, nodding, head bent. "I---I'm okay."

Chloe let go of her cousin and ran shaking hands over her face.

Lois turned towards Chloe, worried. "Cuz? Are _you_ okay?"

"Yeah." Chloe sighed, shaking her head.

"What...do we do now?" Ollie asked.

No one answered.

Chloe opened her eyes and realized that the small man was asking _her_. She was shocked. Why in the world would the man turn to _her_? "Kill the generator."

Ollie nodded, walking mechanically towards said equipment.

"I'm sorry." Jim whispered, pressing his cap to his bleeding lip.

No one answered him.

"I'm---I'm sorry about the kid." Jim tried, more desperate this time.

"Oh god, oh god, oh god." Myron kept whispering.

"We oughtta get out of here." Jim stood shakily before coughing and retching.

"We didn't twist his arm." Myron tried, looking at Lois.

She sneered at him, shaking her head. "He was a _kid_. He was _supposed_ to be stupid. What's _your_ excuse?"

The men hesitated, looking at the girls.

Chloe looked up at them. "Go back to the market and stay by the door. Don't say anything to anybody. Not yet."

"But they--." Myron started.

"Do you _want_ to start a panic and get _someone else_ killed?" Chloe snarled, causing them to flinch visibly. "_Get out_!"

And as if sensing the predator, the men hurried away towards the store, nearly fumbling over each other to get out first.

Suddenly so _tired_, Chloe slumped against the wall, taking in deep, calming breaths.

Ollie cut off the generator and Lois turned on one of the discarded flashlights so that he could make his way back to them in the darkness. The three of them stood together in the loading dock, amongst the remains of the talons.

"We have to tell them." Lois finally broke the silence, holding on tightly to the flashlight. "We have to stop the people in the marketplace from going outside."

"They won't believe us." Chloe predicted, still leaning heavily against the wall.

"They _have_ to." Lois argued. "We'll show them the tentacles."

"I'm not sure _I_ believe it." Ollie whispered. "And I was _here_." He ran his hand over his face. "What we saw was impossible. You know that, don't you?"

Chloe and Lois shared a look, but remained silent.

"I mean, what---." Ollie took in a deep breath to try and calm himself. "What do we say? How do we convince them that we're just not playing a cruel joke on them? What...What the hell were those tentacles even _attached_ to?"

"I---I need to get out of here...need to get...the blood." Chloe closed her eyes tightly once more.

Now that they weren't in danger her predator was beginning to fixate on the scent once more.

"Oh, right." Ollie seemed to think that she was queasy when it came to blood, because he put an arm around her and helped her quite gentlemanly out of the loading dock, Lois behind them shining the way.

The moment the doors flung open and Chloe was able to get into fresh air she took in a deep, desperate gulp, trying to calm herself.

"Jesus _Christ_." Wayne cursed softly from somewhere ahead of her. "What happened to you?"

Chloe opened her eyes to see the handsome man hurry towards her from where he'd been looking at one of the magazines in the stall. His dark eyes were narrowed with worry, his skin seeming even paler as he reached her.

"I'm fine." She announced, looking away from him, the last half hour just enough to remind her _why_ getting close to anyone was such a spectacularly bad idea. "This isn't my blood. I'm _fine_."

"The _hell_ I'll be satisfied with _that_ explanation." Wayne might have _snarled_ at her when he said that. "What happened?"

She turned to look at him, blinking in surprise.

She'd never _heard_ anyone else snarling.

Other than Jack.

She winced and looked away.

Jack.

_He_ would have known what to do in this situation.

"I'm going to get the medical kit." Wayne announced before turning and leaving.

Chloe sighed.

Myron and Jim hurriedly made their way towards them, both taking long, hopefully calming gulps of beer. They stood there, silently, seeming to be ready to take orders.

And they were looking at her.

Chloe frowned, wondering why everyone was looking to _her_ for leadership. What in the _world_ had made them think that she would want it? Or that she might possibly be _good_ in the role?

"We need to tell people." The blonde finally spoke when it was obvious that no one else would. "No need to say _how_ it went down or anything like that. But the fact that we're all in the shithouse? They need to know."

"What about the out-of-towners?" Myron wanted to know. "We got plenty of _them_ in the story. Where do we even start?"

Chloe wondered if they'd forgotten that she and Lois were out-of-towners.

"Brent Norton?" Ollie asked, eyeing said group of people thoughtfully.

"That windbag?" Jim huffed.

"He's an important attorney in New York." Ollie defended. "That fellow could be on the bench one day. Counts a lot with people of tis town, or--or anywhere."

"Yeah, that's right." Myron agreed.

"And what about David Drayton?" Jim wanted to know. "The people like him too, and he _is_ some hot shot artist with hollywood connections. People admire that. He also lives right next to Norton."

"Right." Ollie nodded.

Chloe looked at the group and then back at _her_ group. "Whoever you're going to use as your mouthpieces, do it _quick_. We need to discuss how we're going to stop that thing, or something else, from getting in here."

The men froze and turned to look at her in horror.

"W-wait." Myron gulped. "What do you _mean_ getting in?"

"You shut the loading door." Jim agreed.

"Are you all _blind_?" Lois hissed, pointing to the front of the store. "The entire front of the store is _plate glass_!"

There was silence as the men all turned to where she was pointing.

"Jesus Christ." Myron whispered.

Jim opened his mouth but then closed it.

Chloe followed his gaze over her shoulder and sighed when she saw a determined Wayne heading towards her with the kit. "You guys get on it, I'll be with hardhead over there."

Wayne heard that and chuckled, shaking his head. "Come on, let's go so I can tend to you."

"I'm telling you I'm fine." Chloe argued as she followed after him.

"I'll give you my opinion when I've given you a thorough check." Wayne replied nonplussed.

They argued the whole way to the bathroom.

* * *

**Review?**


	3. Chapter 3

**Disclaimer: I do not own Smallville or The Mist.**

* * *

Standing in her pants and bra, Chloe sighed as Wayne washed off the blood that'd soaked through her shirt and tinted her skin red. They were in the bathroom so that she could be half naked without the whole store seeing her.

"You've got some nasty bruises." Wayne announced, his touches professional and only long enough to get the job done. Despite the fact that he had shown some interest before he wasn't taking advantage of the situation.

Damn if that didn't make him more attractive.

"They'll be gone soon." Chloe promised, eyes closed. "I heal quickly. Believe me, I know."

"You get bruised often?" Although the question was asked innocently, there was a touch of steel under it.

She was curious as to the reason for the steel. "That's none of your business."

"Maybe I want it to be."

She paused, wanting to look behind at him.

Now that he'd gotten most of the blood cleaned and dumped, she could breathe better, think better, and her predator was calm...quite enjoying the pampering, actually.

Wayne took her bloody shirt and went to the sink, which thankfully had enough water still in it to fill up a little so he could start washing it. His hands were large and gentle and obviously used to doing this as he ducked the material into the water and then began scrubbing it together, the water rapidly turning red as the blood soaked out of the material into the liquid.

"You didn't have to waste the supplies on me." Chloe finally turned completely around, watching him. "I would have healed up without it."

"If you don't want me asking questions about why you seem to apparently be _used_ to being bruised, then stop making those comments." His voice was curt.

She bit her bottom lip and decided to just shut up.

The door flew open, Lois sticking her head inside. "It's not going well out here. I think they're going to get into a fistfight or something."

Chloe growled, walking past Lois, still only in her bra, out into the store in time to hear Ollie's voice.

"Everyone in the store, you want to come back here? There's something you ned to hear. It concerns you all."

"Will you just--!" Wayne hissed in concern and embarrassment, arriving quickly behind Chloe and taking off his coat, placing it over her to cover her partial nudity from the rest of the people inside.

Lois looked at them and smiled.

Chloe was surprised at the tremble her body gave at having his scent all around her like this, but she just lowered her gaze and slipped her hands into the sleeves, pulling up the zipper. "Thanks."

"W-wait." Bud, the manager, announced. "I don't know what you people think you're doing---."

"Shut the _fuck up_ and listen." Lois announced from the back.

Bud looked back at her and blinked in shock.

Ollie gave a tired smile. "Thank you."

David Drayton stood forwards, taking in a deep breath. "I can't believe I'm going to say this. But, but unlike Norton I---people, you need to hear this if you're thinking about leaving." He took in another breath. "Okay, this is how it is. I know these people, and despite how it sounds, I _know_ that they're not lying."

Stacy Drayton held Billy Drayton to her chest, looking terrified.

"I don't know what this mist is." David was quick to clarify. "But there are things in it, and they're dangerous, like Dan said."

"That's right." Dan nodded, coming to the front. "That's exactly right."

"What _kind_ of things?" Someone asked.

"I never saw it." Dan replied. "It happened too fast. I got knocked down."

"Six of us went back in the loading dock." Ollie spoke, and everyone turned to look at him once more. "It was Jim, Myron, me, those two ladies over there, and Norm, our bagboy."

People turned to look at Lois and Chloe.

Wayne's eyes narrowed.

"Where's Norm?" Bud asked Sally, who just shrugged.

"We opened the door," Ollie continued on. "So Norm could go out and clear the vent for the generator...something...something came out of the mist and took him."

"Took him?" Someone asked. "What do you mean?"

Norton sneered, shaking his head.

"Just...killed him." Jim whispered, still obviously horrified. "I mean, dragged him off."

"Now, guys." David placed his hand on Jim's shoulder. "I don't know what these things are, but I went in the back, I _saw_ what was left remaining. They were _tentacles._ This _really_ happened."

Everyone began to mutter softly to themselves, some terrified, some disbelieving.

Bud then began to laugh.

"Tentacles, he says." Norton joined in. "Tentacles from Planet X." He shook his head. "It's a lie, you know. I mean, all these people do is just lie each other up."

"It's a pile of _shit_." A bandana wearing motorcycle guy announced from the back of the back of the group.

"Of course it's a lie!" Bud announced. "It's lunacy! From the look of it the tentacles are coming out of the beer cans they're all drinking."

"Do you _see_ me drinking anything?" Chloe asked, her voice deep and dark, causing everyone to look at her once more. "Come smell my breath if you want."

Bud hesitated, obviously not sure what to do.

"You don't have to take our word for it." Lois agreed. "Go look. You'll see the tentacles yourself you big _dick_."

Bud, along with the biker guy, and another stepped forwards to take her up on the offer.

Wayne gave Chloe a look before joining them, and along with David, Ollie, Jim and Myron, they disappeared into the room.

The onlookers broke out with worried whispers.

But the minute the men returned, looking pale and horrified, there was silence once again.

Bud seemed about to puke as he looked at the people.

"It appears," his voice cracked. "That we may have a problem of some magnitude here."

* * *

The people worked as one, trying to barricade the front of the store as best as they could, lining the walls with things like bags of dog food and fertilizer. They duct taped some of the cracks in the mirror made by the quake, and tried to find things that they could use as weapons in case the perimeter was breached. They worked mostly silent, needing to do this or they'd go insane.

Chloe, deciding that her shirt must have dried by now, headed towards the bathroom, opening the door, her eyes shifting to feline gold to adjust to the dark.

A voice from the toilet stall reached her, where the smell of burning wax and faint light betrayed the presence of a candle.

"Let me help these people. Let me, let me preach your word. Let me shine your light, 'cause they're not _all_ bad." Mrs. Carmody seemed to be praying. "They can't _all_ be bad." There was a pause. "Some can be saved, can't they? Yes. Some can be brought to heaven's holy gates through your grace. I have to believe that, though I know most will swim in the lake of _fire_ forever."

Chloe blinked.

So far that was _some_ prayer.

"If I can save a few, even one, then my life will have counted for something. I will have pulled my weight, will have earned my place at your your side, I will have served my purpose here on this earth..."

Chloe cleared her throat, alerting the woman of her presence, and went to where her shirt was resting on the towel rack. She felt it and smiled when it was dry to the touch. The blonde unzipped Wayne's jacket and took it off so she could pull on her shirt.

The stall opened up as she was doing this, and Chloe instinctively looked at Mrs. Carmody in the mirror.

The woman had looked hostile, holding her candle, but then her eyes widened in utter shock.

The reaction was a little _drastic _for just having caught another woman half naked, but Chloe shrugged it off, fixing her shirt silently.

"Who _are_ you?" The woman whispered, her hand holding the candle shaking.

Chloe turned towards the woman, wondering why those eyes widened even more. "You know who I am." Lois had introduced them before the loading dock incident.

For a moment there was silence, and then Mrs. Carmody's face broke into a large smile. "I knew it! I knew we weren't going to be left to deal with this alone!"

Chloe blinked, utterly confused. "I'm---I'm sorry, Mrs. Carmody, but I don't know what you're talking about."

"The fall...must have confused you." The older woman announced as if this should make perfect sense. "It will return to you in time, who you are, and what you were sent here to do."

"Sent here to do?" Chloe was even more confused when the woman blew out the candle.

Why she seemed so radiantly happy?

"He has sent you here to show me his blessing." The woman was practically beaming. "I have asked for signs, and he has already sent you. I know what must be done. Thank you."

Chloe wondered what kool aid this woman had been drinking, she was making _no sense_ at all.

Thankfully the woman just bowed her head and left, humming Amazing Grace under her breath.

Chloe brought a hand to her forehead, wondering what in the world that had been about.

Shaking her head, deciding in the end that she _really_ didn't want to know, Chloe made her way to the door and hissed, turning around when she opened it and the light flew in.

Her feline eyes burnt.

And then she froze...understanding.

Mrs. Carmody had seen her with her eyes shifted.

_Dear god_. The golden eyes shifted to green. _This isn't good!_

She hurried out, intent to let Lois know about this, when she heard Norton speaking.

"Maybe you _do_ believe this. Maybe they're not lies, they're delusions. Whatever." He announced. "Uh the fact remains that the evidence here is flimsy. Its bordering on ludicrous."

"Hey, this isn't a courtroom." David announced, where he was helping Wayne pile up the bags of dog food. "You're not arguing a case, you're doing nothing but damage talking the way you are."

"And _you_ can throw as much cows blood around the loading dock as you want." Norton replied. "You _still_ haven't fooled anyone."

"Leave it alone, David." Ollie broke into the conversation. "You can't convince some people there's a fire even when their hair is burning. Denial is a powerful thing."

"Well keep talking." Norton sneered. "I'll have no part of it, nor would any thinking person."

"Keep _thinking_, Mr. Lawyer." Mrs. Carmody spoke up. "There's no defense against the will of God. There's no court of appeals in hell. And there's no defense here, either. Not even with all the fertilizer in the world, not even if you stack it as high as you can." She grabbed a chocolate bar. "It's still just bags of _shit_, isn't it?"

"Those of you who want to discuss this thing rationally to find a means of rescue," Norton threw his hand up in the air. "Are welcome to join me. Those who want to stack dog food, knock yourselves out." He turned and went to his corner in the back of the shop, a good amount of people following behind like lost puppies.

"We got those windows taped up as best we could." Dan informed Ollie, David, Lois and Wayne. "It should help."

"Yeah, think so?" Chloe couldn't help the scoff.

Wayne sighed, leaning against one of the check out counters. "Duct tape and dog food bags."

Apparently they were in agreement about how shitty their outlook was.

"There's none so blind as those who will not see." Mrs. Carmody's voice carried out to them. "Open your eyes." She preached to those who weren't listening to her. "Let the scales fall away. This has all been written." She pulled out a bible from her bag and opened it up. "Revelations, chapter 15. 'And the temple was filled with smoke from the glory of God and from his power, and no one could enter the temple until the seven plagues of the seven angels were completed'."

"Well, what are you saying?" Dan asked, confused. "What are you proposing?"

"That we all prepare," Mrs. Carmody replied. "To meek our Maker."

"Oh, prepare to meet shit!" Jim announced with a sneer. "Lady, your tongue must be hung in the middle so that it can waggle at both ends."

The woman turned towards him. "The end time has come. Not in flames, but in mist."

Jim put down his beer and went towards her menacingly, causing a couple of people to grab hold of him.

"Easy!" Myron told his friend. "Back off!"

"How about if your ass prepares to meet my size-10 work boot?" Jim pointed angrily at her, Myron and another man still restraining him. "How about that?"

"Calm the _fuck_ down, Jim." Chloe snapped, sick of the fighting.

"I'm trying to save your _soul_, you stupid man." Mrs. Carmody lamented. "Doubters will doubt to the end. A monstrosity _did_ pull that poor boy away. Things in the mist---do you doubt? Do you?" She had the whole crowd listening to her. "Then go out! Go out and say "how do you do"."

"Shut up lady!" One of Wayne's friends snapped. "For God's sake!"

"Look, Bible Woman, stop it already." Lois announced, annoyed. "You're scaring the kids."

Sure enough, Billy Drayton and some of the other kids looked terrified, huddled close to their parents.

"They should be scared." Mrs. Carmody turned to Lois before turning to one of the children next to her, touching her head. "Their beautiful, pure little minds have been corrupted with lies, _lies_. All this talk about a modern God, or no God. There is _one_ God. The God of the Israelites. And he is a stern and vengeful God, and we have been mocking him for _far_ too long. And now? He demands retribution in blood." She raised the Bible. "It is time to declare yourselves. To take sides---the saved and the damned. Read the Good Book. It calls for expiation. Blood!"

Chloe winced at that word.

What was it with her and _blood_ today?

"What?" Lois frowned.

"Blood." Mrs. Carmody turned to her. "Little Normie was first, and now God calls for the rest of us. The bill is due. It _must_ be paid. As Abraham prepared to sacrifice his only son to prove his love for God, so---."

"_Enough_." Stacy Drayton surprised everyone by reaching out and slapping the older woman harshly on her face. "You sacrifice _your_ kid. Right. You don't have any. So don't go around talking about hurting other peoples children so easily!"

Mrs. Carmody was silent for a moment, before pulling a bloodied finger from her lips and showing it to everyone. "See? Another down payment. A few more pennies in the jar."

"Oh my god." Stacy shook her head, going back towards her son and husband.

"Now, that's nice, see." Jim grumbled. "I can't smack her, but _she_ can?"

"I'm sorry, everybody." Stacy shook her head. "But this woman's perspective is a little too Old Testament for my taste."

"They'll come for you." Mrs. Carmody announced in a slightly eerie voice. "Maybe tonight, when the darkness comes. They'll come tonight, and they'll take someone else. See if they don't. And _when_ they do you will cry to God, and you will _beg_ Mother Carmody to show you the way."

Chloe stood, sick of hearing this and about to slap the woman herself.

Hell, if Mrs. Carmody started talking about golden eyes no one was going to believe her anyway.

The woman was obviously insane!

"That's fine." Ollie's voice stopped Chloe, talking to Mrs. Carmody. "But until then, if you don't shut up, I'll wrap this tape around your mouth."

She sneered. "You just try it, Ollie Weeks." She turned to Stacy. "And _you_ bitch. You hit me again. If you _dare_. You'll be on your knees to me before this is through."

"_Someone_ has repressed lesbian desires." Lois mumbled to her cousin.

"Don't talk to my wife that way!" David snapped at Mrs. Carmody.

"Enough!" Bud raised his hands. "Everyone disburse!"

Chloe turned to comment something to Wayne, only to discover that he'd moved away to talk in the corner with his friends. She frowned as she looked at them, they were acting all secretive.

It was suspicious.

"What are we going to do?" Lois turned to Chloe. "I mean, that bitch was batty as hell but she had a point. Creatures usually hunt in the dark. Once night falls the duct tape and dog bags _can't_ be our only option."

"She's right." Ollie announced, looking at the duct tape in his hand with a sigh.

"It won't be, this is a supermarket, with the right know-how we could make a _bomb_ with what's up in here." Chloe sighed. "Unfortunately I don't think any of us _do_ know-how, but that's besides the point." She looked around, frowning. "We can use the charcoal fuel and the mops to make torches, which will give us _both_ light in the darkness _and_ repel anything that might want to come in. And we got knives and stuff in case they do."

Lois turned to Ollie. "This might sound weird, but do you all have a _gun_ or something in the store?"

He shook his head.

"I got my shotgun in my truck." Mr. Cornell announced, stepping up. "I could try for it if you want."

"No, no." Lois shook her head. "I have _my_ gun in the car too. That's not an option. _No one_ is going outside."

Everyone looked at her in shock at the fact that she had a gun but no one dared question.

Chloe snorted and shook her head.

"_You're crazy if you go out there_!"

"Let us pass!" Norton announced.

Everyone turned to see Norton and his group of people heading towards the front door despite the people who were trying to talk some sense into them.

"Let's just talk this thing through." Wayne told Norton.

"_We_ have." Norton glared at him. "And we've made our decision. We're leaving." He turned towards the others. "Now listen everyone. We're experiencing some kind of disaster. I don't know whether it's manmade or natural, but I _do_ know that it's definitely not _supernatural_. Or Biblical, and no offense, Mrs. Carmody, but the only way we're gonna help ourselves is to seek rescue. We're going out."

"You're insane." Lois glared at him. "You're taking all of those people to their deaths because you're too pigheaded to see the truth!"

Chloe turned and went to the back of the shop to get something.

"You can all it whatever you want." Norton told Lois. "You can be as superstitious as you want. But there is _nothing_ outside there. No tentacles. No monsters. Only real life problems."

"Disbelief was the _same_ belief Norman had before getting dragged out to his death!" Lois snapped.

Chloe returned, one hand behind her body, shielding what she was holding. "Mr. Norton."

"I'm not discussing this any further." He snapped at her.

"Oh, I'm not going to ask you to stay." She assured him. "If you're idiotic enough to want to go out there with a bunch of mindless puppies, then sure, go ahead, feed the things out there and keep enough of them full so they don't come hunting _us_ later when it gets dark." She then pulled out the rope from behind her and handed it to him. "I just want to ask you to use this while you're out there. So when they get you, the rest in here realize not to follow your fucking example."

There was silence in the supermarket.

Norton looked at her in shock, and then looked down at the rope.

Some of his group looked less sure about their decision to venture out.

"Come on, Norton." She kept the rope holding out to him, giving it a little shake. "Tie this around your waist. I'm curious as to how far you get."

Norton gulped.

"I'll do it." Bandana guy announced, surprising them.

"Are you throwing in with them?" Dan asked in surprise.

"Me? No thanks." He announced. "I think that man there's a little too tightly wound. Gonna get somebody killed." He stepped forwards, eyeing Mr. Cornell. "But I'm thinkin' we _could_ use that shotgun of yours. I saw where you parked when I pulled in. Red pickup, right? Far entrance?"

Mr. Cornell nodded as he came over to give him the keys. "Son, you got brass balls. The shells are in the glove compartment. Drive it back."

Bandanna man nodded.

Chloe untied the rope and began to wrap it around his waist. "You sure you want to do this?"

"Want? Hell no. This is all about need." Bandana man replied. "Just see that they're pacing out this line. Line's up, I'll cut her loose, just so you understand." He pulled out a long knife to show what he'd cut it with.

She nodded, admiring the blade as she finished tying the knot around his waist. "Got it. Though its 300 meters long, so it should be long enough for you to get to the truck."

"We're going to send back help." Norton told the shop.

"You'll die out there." Mrs. Carmody countered. "All of you."

Once again, though the woman was completely batty, Chloe had to agree with her.

Giving the woman a look, Norton opened the door and walked out into the mist, his followers slowly following behind him, their silhouettes dark against the white of the mist before disappearing, completely consumed by the thickness.

"Hey, crazy lady." Bandana man turned to Mrs. Carmody. "I believe in God too. I just don't think he's the bloodthirsty asshole you make him out to be."

"Well, you take that up with the devil when you run into him." The smaller woman nodded, not at all troubled. "You just chat it over at your leisure."

Shaking his head, he left the shop and walked out into the whiteness, trailing the rope behind him.

Chloe stood by the door, which was propped open by a bag of dog food, feeding Bandanna man more and more rope as he walked out.

She felt heat at her back, and closed her eyes for a second, feeling a little disturbed at the fact that she somehow already recognized his scent, as if it were ingrained in her system.

"That was _some_ arctic breeze coming from you a couple of minutes ago." Wayne announced easily as he picked up the rope behind her and helped her feed it through the opening in the door.

"The man's going to get them all killed." Chloe replied, sending him a look over her shoulder. "I'm sorry if I was supposed to try and beg for him to grow half a brain, or feel sorry for him."

Wayne just eyed her in fascination, before grinning.

She smiled back at him. "Just remember to keep it loose."

For a minute he didn't seem to understand her, then he remembered the rope in his hands and nodded.

Most of the people were stuck to the glass, looking out, and missed the exchange between them.

Except Lois, who was smirking.

Suddenly the rope went loose.

Everyone whispered.

Chloe frowned, feeling her predator begin to growl.

The rope suddenly began to move again, slowly once more.

But her predator was not put at ease like the patrons in the supermarket. She kept her eyes narrowed at the mist, cursing, once more, that she couldn't see through it.

"Look." Jim announced, watching the rope. "It's going."

"They're doing good." Wayne smiled.

Suddenly the rope pulled tight, being pulled through their hands at burning speed, causing Chloe and Wayne to cry out in pain.

Everyone else cried out in fear.

Ollie, Dan and Lois rushed to grab the rope and try to hold on, to help the others.

The cord whistled sharply as it slid burningly through the people's hands at breakneck speed.

Chloe grunted as the force of whatever was pulling the end of the rope began to cause her to slide across the floor towards the door. "_Pull_!"

"I'm slipping!" Dan called from the back.

"Pull!" Wayne ordered. "Back up! Back up! Back up!"

As one they leaned back and dug their heels into the linoleum floor, trying to pull their way back.

They slowly made progress.

And then the rope began to raise until it was almost straight up in the air.

"It's flying." Chloe whispered, hands raw from holding onto the rope.

Memories of her time in the cave flittered across her brain, causing her to lose a moment's concentration, and she wasn't ready for when the line suddenly went loose, causing everyone who'd been pulling to fall back on the ground.

The onlookers screamed.

The useless bastards.

"Are you okay?"

Chloe looked up at Wayne, who she'd fallen down onto. "Yes. I'm fine." She hurried to her feet before beginning to pull on the rope again, Wayne and the others following suit.

People whispered.

A woman cried.

They were pulling something back through the mist.

"Aw shit." Jim cursed.

"Blood!" A woman cried.

Chloe froze when she saw the blood saturating the rope she was pulling in, and she had to let go, turning her back on it and closing her eyes, leaving a worried looking Wayne and Lois to help the others continue pulling as the onlookers started to cry out, the women especially.

Her predator whined and snarled, begging her to let it taste some.

_No!_ She closed her eyes tighter, lifting the neck of her shirt to cover her nose and try keep some of the scent from penetrating.

"Oh my god!"

"_OH MY GOD_!"

"It's just his lower body!"

"The top's been ripped off!"

"Oh my GOD!"

Everyone was screaming, men and women alike.

"Cut the rope!" Bud screamed. "Cut the rope!"

"Shut the door!"

She heard the dog food bag being dragged in, and the door closing, behind locked rapidly.

Throughout it all she kept her eyes closed tightly.

"_Now_ do you see?" Mrs. Carmody's voice asked everyone, shaky with fear yet conviction. "_Now_ do you believe?"

"Are you okay?" Wayne, hands bloodied from the blood on the rope, came towards Chloe.

She moved away from him. "Wash your hands!"

He looked at her oddly before nodding and going towards the bathroom.

Lois arrived by her side. "You didn't have to say it so harshly. He's just worried about you, he probably thinks blood makes you queasy."

"I'm barely keeping a hold of myself, Lo." Chloe whispered, turning towards her cousin and hiding her face in her shirt so she could open her golden eyes and not be seen. "I'm at _my_ rope's end. If---if things don't get better I'm going to have to go out there. I won't be able to stay in here with everyone."

Thankfully everyone was too terrified to even pay them any attention.

Lois' arms went around her baby cousin. "You've got control of this, Chloe, you're not Jack. It doesn't control you."

"Its getting so much harder to keep these two sides of me apart from each other." Chloe continued to whisper. "The monster, it wants to meld into one."

"Why don't you let it?" Lois whispered in her ear. "Maybe it's what you need."

"What if_ I _become the monster?" Chloe's voice wavered as she finally voiced her greatest fear.

Lois hugged her tightly. "As if I'd let you."

They stayed like that, drawing comfort from each other, as the rest of the market spiraled down into terror.

* * *

**Review?**


	4. Chapter 4

**Disclaimer: I do not own Smallville or The Mist.**

* * *

"About half an hour of daylight left." Ollie sighed as Chloe passed him.

"We'll be okay." She smiled down encouragingly at him before reaching Jim and Myron, who were busy working on a piece of equipment. "Guys, how's it going with these work lights?"

"We're gettin' 'em rigged up all right." Myron announced, toying with part of it. "Check it out." He flashed the lights on and off.

"All right, all right." Jim announced warningly from where he sat. "Save it, save it." He turned to Chloe. "These batteries ain't topped up. You turn the lights on, it's gonna drain 'em quick."

"How quick?" Chloe asked, folding her arms over her chest.

"Five minutes, maybe ten." Jim shrugged.

"Yeah, _if_ that." Myron sighed.

"Okay, emergencies only then." Chloe nodded after a second's thought. "If something gets in the store."

She walked passed them, going to check on others and their progress, before slipping into the EMPLOYEES ONLY locker room and leaning against the wall, sliding down slowly. She was tired. Her green gaze went to the sole candle lighting the room, and then closed her eyes, so _tired_, especially emotionally.

The door opened.

She looked up.

Wayne entered the room, clearing his throat as he allowed the door to swing closed behind him. "You're going to start thinking that I'm stalking you."

She managed a smile for him, amused. "I've had worse stalkers than you." The blonde patted the ground next to her, remembering the creatures in the cave and their unhealthy interest in her. "I'm tired."

"I noticed, that's why I came here actually, to see how you were holding up." He slid down next to her, his body warmth and scent surprisingly soothing. "You---you're a tiny yet intimidating woman, do you realize that?"

"Hmmm?" She mumbled, closing her eyes and leaning her head against his shoulder.

He cleared his throat, sounding slightly nervous. "I mean, you _do_ realize that you have everyone outside there working at the snap of your cute fingers?"

"You think my fingers are cute?" She asked, yawning. "I always thought they were kinda short and fat."

"No, definitely cute."

She smiled, feeling herself begin to drift slightly into sleep, trying to fight it and yet knowing that it was better to sleep a bit now than to sleep at night, when something might happen.

"How are your hands?"

"They're fine." Her hands were completely heeled from the peeling they'd gotten with the rope.

"Mind if I take a look at them? You wouldn't let me tend to them and bandage them earlier, and I've been worrying about them."

"I told you, don't waste those things on me." She let him lift her hand and inspect it by the dim light of the candle. "Other people need it more than I do."

"You're...wow. You're healed."

She realized that she should be hiding this a little more from him, but she was just too tired, both mentally and physically, to be on the alert. "I told you, I heal quickly."

There was silence.

He lowered her hand and yet didn't let go.

Her monster purred.

It was a little discomforting, how much the predator seemed to like the man.

She took in a deep breath, yawning. "You know, for military men, your friends have been kinda _useless_."

He snorted. "I was thinking the same thing, actually."

She snuggled up a little closer, deciding that he was an adequate pillow, especially when (after a nervous clearing of his throat) he moved so that his arm was around her shoulder and she was resting against his body.

"I'm...worried about my parents." He admitted softly. "They live up on Shorm Road. That's less than five miles from here."

"When we get to our car, we'll drive to your parents house." She promised sleepily.

"Will we?" He asked, sounding both amused and touched.

"Yeah, 'course." She nodded, burrowing closer to him, rubbing her cheek against the material of his shirt and breathing in his scent. Her monster purred louder in contentment, seeming so much like a happy kitten that it was somewhat amusing. "You always smell good."

He gave a half chuckle. "Uh. Thank you."

"I'm going to sleep now." She yawned.

"I'll get some shut-eye too." He decided. "That way we'll be bright-eyed and bushy-tailed for later."

She couldn't help but laugh at him before yawning, and then falling asleep wrapped in his arms and scent.

* * *

It was the screaming outside that woke them up later.

"CHLOE!"

Chloe and Wayne, although just awoken, shook off the sleep and hurried out the door towards the plate glass, where people were gathered around the glass.

"What's going on?" Chloe asked, the crowd making way for her and Wayne, and the blonde's eyes widened when she saw what had attracted all of the attention.

There was a bug perched on the glass.

A big ass bug.

It looked like a two-foot long _mosquito_.

"My God." David whispered, holding his wife and son to him tightly.

Chloe frowned, eyeing the insect as it crawled curiously up the glass.

First tentacles and now giant _insects_?

Just what in the world was _happening_ outside?

Another landed on the glass.

Lois lifted the battery operated lantern higher so they could get a better look at the specimens.

Another bug landed.

And another.

More and more began to land on the glass.

"Are those...bugs?" Bud asked, in awe.

"Not like any I've ever seen." Lois whispered back.

"They came out of the smoke." Mrs. Carmody whispered. "Locusts upon the earth, and unto them was given power even as the scorpions of the earth have power. _Wow_." She leaned towards the glass. "Look at those stingers. Dear _God._"

People aimed their flashlights at the critters as more and more arrived.

David grabbed one of the larger lights, turning it on.

Bud grabbed another.

More and more bugs arrived.

Chloe frowned, backing away from the glass. "Turn off the lights."

"_What_?" David turned to her, frowning.

"You're not scaring them away, you're _attracting_ them!" She turned to the people. "Turn off the goddamned lights!"

"Holy shit!" Ollie yelled, causing everyone to turn and look as a much larger creature came swooping towards them from the sky.

It looked almost like a pterodactyl and yet not.

The monster shrieked and grabbed onto one of the bugs while the people inside screamed, aiming their lights at it.

"Turn the lights _off_!" Chloe jerked the light out of David's hand and turned it off.

Wayne did the same with Bud.

Another flew into the glass while after one of the bugs, causing it to crack loudly.

More screams, more aimed lights.

"You freaking _idiots_!" Lois snapped, snatching lights and trying to turn them off for the dumbstruck people inside.

Myron and Jim must have had selective hearing, that was the only excuse Chloe could come up for those two idiots hurrying to the back of the room and turning on the bright lights.

The people hurried to the back of the shop, hiding in the aisle-ways, screaming and whimpering as the glass began to crack with the weight of the creatures throwing themselves at it.

Monsters shrieked outside as the larger winged creatures threw themselves at the glass to get at the large insects. Each blow to the glass made it more and more fragile.

"Ollie!" Wayne, one of the few men still up front, pressing against the glass, trying to give it extra support, turned to the man next to him. "The glass is gonna give!"

Lois and Chloe pushed from where they were standing as well, wincing every time one of the creatures dove into the glass and used it to push away.

Suddenly once dove nose-first for an insect and broke the glass, head sticking inside, the insect squirming in its mouth, before flying away.

People continued screaming.

Chloe started to hate them.

All they did was scream. It never crossed their minds to try and _help._

Another creature dove on the same broken window frame and broke it completely.

"_Shit_!" Lois cursed as the glass in that one section came tumbling down.

"They turned on all the lights!" Chloe snapped, turning and rushing to the back of the store and grabbed one of the mops that'd been soaking in the fuel. "Fire! Lighter!"

"Dammit Myron! Jim! Douse the lights!" Lois screamed as she grabbed a garden rake.

The insects began to fly inside of the store through the opening.

Lois, twirling the rake in her hand, gave a battle cry before charging, swinging the rake at the bugs and downing them, crushing them beneath her boots once they'd hit the ground.

Screams grew louder as insects found victims and latched onto them in places like their necks, biting deep and consuming, stabbing them with their tail stingers, seeming to inject them with some sort of paralyzing toxin that just rendered the victim immobile.

Wayne tried to concentrate on those, tearing the creatures off of their victims and pounding them to smooshed corpses with a dough roller.

"It won't _light_!" The man trying to light Chloe's mop was visibly panicking, before turning to the glass and screaming, dropping the lighter and turning to run away.

Chloe followed his gaze before her eyes widened, seeing one of the pterodactyl-like creatures entering through the opening, shrieking threatening at everyone inside. "Oh God." She grabbed at the person rushing passed her and forced him to a halt. "You, get this lit and force these things out!"

He opened his mouth and closed it and opened it.

The creature took off in the air after one of the insects.

"_Now_!" She hissed.

He nodded.

Chloe turned and cursed the bright lights because she couldn't shift as she chased after the creature throughout the supermarket. Another shriek from the front betrayed the fact that another of the larger creatures had gotten inside, but Chloe ignored the sound, following this one as the people ducked and threw themselves at the ground, making themselves such easy targets it was _disgusting_.

The scent of blood was filling the air, as well as agonized screams.

"Get it off of him! It's eating him!" Ollie could be heard from the front.

"Winged bastard!" Lois snarled.

Grabbing a knife someone had discarded in their attempt to get away, Chloe smirked when the creature in front of her blasted through the swinging doors that led to the loading dock.

As soon as she entered her eyes shifted and the world was bright.

The creature, munching on the insect it had finally caught, turned to look at her, shrieking as it unfurled all of its fleshing wing-like limbs all around it.

Eyes glowing gold, Chloe tightened her hold on the knife, letting her monster free from its cage.

The predator within roared with joy at being let out, and surged within her, immediately her senses heightened tenfold, making the room brighter, the noises sharper, the scent stronger.

"This is _my_ territory." She whispered in the darkness, a rumble of displeasure in her throat. "Get _out_."

The creature rose on its hind legs like a bear might do, roaring, understanding her challenge and issuing one of its own.

Chloe twirled the knife in her hand, smirking. "I was hoping you'd say that." Grabbing the knife by its blade she flung it towards the creature and it impaled itself in its forehead.

The creature didn't react for a moment, looking confused, before crumbling to the ground.

Admittedly a little disappointed because of how easy that had been, Chloe went to the creature and pulled out the knife, her predator purring as she ran her finger over the side of the blade and brought the odd, green blood to her lips curiously.

The taste was another sort of divine, and her finger returned to the blade, wiping off another bit to taste.

While she usually was able to control her bloodlust, her monster was in more control at the moment, and it wanted to taste the blood that smelt unlike anything it'd scented before. And to be truthful, Chloe was curious as to the taste as well. She knew that as time went by, she was going to have to merge with the monster and become one with it as it wanted, but she was still to scared of losing her own identity. It didn't mean that though it mostly grossed her, that aspects of the monster and its desires didn't _intrigue_ her somewhat.

_Thats enough now_. She told her predator. _You've had your taste_.

Purring in contentment, it let her take control once more without any trouble, going to its cage happily and lying down, quite happy as it licked its lips, still savoring the foreign taste.

Shaking her head at the way she was able to visualize this, Chloe turned and shifted her eyes back to green orbs as she left the loading dock and entered the main store, dead, bloated bodies all around her. Someone was crying out in agony, and others were killing the remaining bugs inside while the rest put up a large piece of wood over the panel that had been broken, keeping anything else from coming inside.

Chloe stood over one of the bodies, eyeing the way it was bloated and the way boils appeared.

The bugs were definitely venomous.

"_It hurts so bad! Please_!" A man begged.

Chloe sniffed the scent of burnt flesh and followed it to the poor man. Apparently he had somehow gotten the fuel on him and had been lit alive. She recognized him as the one who'd been trying to light her mop in the first place that had run off.

The monster in her snorted, quite apathetic when it came to the people or things it called cowards.

Bending down next to him, Chloe felt a tug of sympathy. She couldn't heal him completely, as to not drain her of her energy and because it would raise questions she couldn't answer, but the blonde could help him with his pain.

Placing her hand on his forehead, she was glad when instead of arguing with her the monster just sniffed and turned its head, letting her do whatever she wanted. Apparently it was pleased with having been let out of the cage for a little and having sampled some blood, and it was going to behave for now.

Of that she was grateful.

The man's screams softened until he was suddenly asleep.

When he woke up again he'd be in pain, but it would be considerably less, and hopefully he'd be able to hold on until help came.

"She was right." A woman announced, turning to look at Mrs. Carmody. "She said that it would happen like this. She said that they would come at night. She _told us_ that someone would die." The woman took in a deep breath. "I saw one of the bugs land on her, but it didn't attack her. It _flew away!_"

Mrs. Carmody smiled softly and looked away.

Chloe frowned at the woman before continuing on her journey to find her cousin, discovering that Lois was in charge of the panel placement. Wayne was next to her, sighing and standing as yet another of the bugs' victims died. He looked up when he saw movement and gave Chloe a tired smile.

"You made it."

"So did you." She nodded, relieved. "There's a guy back there, I think his name is Joe. He got very badly injured. I think he's unconscious."

Wayne's eyes narrowed. "Take me to him."

She nodded, and did as told.

* * *

Already having had their sentry duty by the front of the store, Chloe, Lois and Wayne were in the back, the only light they had were candles, trying to sleep and yet unable to after everything that had happened. Others snored around them, thankfully able to sleep, and yet Chloe kinda resented them for being trusting enough to do so while she couldn't.

"I wonder how Lex is." Lois whispered from where she was laying down, using a bag of baby diapers as a pillow.

"Me too." Chloe whispered back, running a hand over her hair. "I've been thinking about him since this whole thing began. I hope he's okay."

Lois nodded her agreement.

Wayne looked at them in curiosity. "So you two and Mr. Luthor are very close."

"Yeah, not only is he our boss, but he's like a brother too." Lois replied, turning on her side so she could better look at them where they sat leaning with their backs against the wall. "He's also very sick, so we worry about him."

"It's why I didn't _want_ to take this vacation." Chloe sighed, leaning her head against Wayne's shoulder.

"Only _you_ would go on a vacation and something like this would happen." Lois chuckled.

Chloe glared at her because it was _so true_.

Wayne looked between them curiously. "What exactly _do_ you do in LexCorp?"

"Chloe is Lex's right hand man, and I'm Chloe's assistant. And cousin."

"Right, I remember Chloe telling me you were her cousin during the Trojan conversation." Wayne nodded.

"Trojan conver---?" And suddenly Lois' eyes lit up with unholy glee. "Oh! Right! _That_ conversation!"

"Do me a favor you two." Chloe groaned turning her head with a groan to hide her face in his shoulder. "_Never_ become 'bestest buddies'."

Wayne chuckled in amusement.

Lois' expression made no promises.

Movement in the shadows caused them to look up in time to see Ollie crouching down next to them, face sombre. "Chloe, Wayne, its Joe. He's not doing well."

Once again, as she looked up at Ollie's face, Chloe wondered what she'd done to be voted the unofficial leader of the ragtag team of survivors. She truly didn't _want_ the position, but as she looked into the older, kind face, she could only sigh and turn from Wayne, giving Ollie her full attention.

Wayne, who'd only just taken a break from having tended to the terribly burnt man, stood. "I was afraid of this." He reached down a hand to both Chloe and Lois, the women grabbing hold and accepting his help standing.

As one the four of them made it to the back of the store, to the Employee's Only locker, where a small makeshift clinic had been set up, and Joe had been laid.

Joe's brother sat down, it was his watch.

"Joe." Wayne sighed, bending down to the poor man's side. "How'ya holding up, partner?"

"Wayne..." Joe's voice was labored, his eyelids melted shut. "Is that you?"

"Yeah pal." Wayne gave an encouraging smile as he began to check some of the wounds, the smile on his face contrasting with the serious, worried expression in his dark eyes.

"It's bad." Joe's brother sniffed, running his sleeve over his eyes. "He's bad."

"Didn't know anything could hurt like this." Joe whispered.

Chloe gulped.

And that was that she'd taken away most of the pain.

"If you guys can't help me..." Joe whimpered. "You--you gotta end it, okay?"

There was silence as everyone shared looks.

"Just make it quick." Joe pleaded. "I can't take this pain for much longer."

Joe's brother covered his face and his body began to shake in silent tears.

Lois sent Chloe a piercing look, one full of meaning, and some pleading.

Chloe looked down, refusing to meet that gaze.

She couldn't show herself for what she really was. The people were panicked enough as they were and would throw her out to the creatures in the mist. Lois had to understand that!

"_Please_!" Joe continued to plead.

"Shhh. Calm down, pal. It's not even near that time yet, you can make it through this. We're going to work something out." Wayne comforted and soothed the poor man softly. "Can you stay strong for a little longer? Can you do that for me?"

Joe hesitated, before nodding.

"Good." Wayne turned to Joe's brother. "Stay with him, I'll be back."

The man nodded and wiped at the tears in his eyes.

Wayne stood and turned, leaving the Empolyee's Only locker room and heading out, Lois following.

Chloe took in a deep breath, and told herself she had no reason to feel guilty. She was keeping herself safe, and by her being safe she was able to help protect the majority of the people in the supermarket.

It was the sacrifice one save many policy.

And yet his whimpers of agony made her wince, and she dropped to her knees next to hom. "You're going to be alright, Joe." She whispered, placing her hand on the crown of her head, glad for the candles because their glow would help mask the glow of her hand as more of her healing power left her and entered him, leaving her weaker and yet still strong enough to do what must be done. "We're going to do all in our power to help you."

Joe's brother was still wiping his eyes, thus he missed how the burnt scars healed a bit, weren't as infected, and how the boils began to grow smaller.

"You're strong enough, right Joe?"

"Yes." He whispered. "Thank you."

She jerked her hand away, scared that he knew what she'd been doing.

"C'mon Chlo."

Eyes wide, she turned towards the door, belatedly realizing that her cousin, upon realizing that Chloe wasn't following, had peeked her head back in and was smiling warmly at her.

Embarrassed for some reason, Chloe stood and cleared her throat, walking to where her cousin was keeping the door open for her. The moment she came through the door and it closed behind her, Lois wrapped her in a hug, whispering in her ear. "_And you don't think you're human_."

Chloe pouted, relaxing in the hold and even managing a hug of her own. "The fact that I can heal him at _all_ just proves that I'm not."

Lois just hugged her tighter before letting go. "Come on, we're having a meeting in the loading dock."

The girls made their way to the loading dock, where Wayne, Dan, Bud, Ollie, and David were talking.

"I've been at watch all night, the last of those bugs left at around four." Dan announced, holding one of the lanterns that gave them some light in the dark room.

Wayne nodded, digesting that information. "If we don't get Joe on some serious antibiotics he's going to die of infection."

Chloe and Lois shared a look.

"Plus he needs painkillers in the worst way." Ollie agreed. "All we've got here is liquor and aspirin."

"You thinking about the pharmacy next door?" Bud frowned.

"Irene Reppler says they got Silvadene. You know, the stuff they use in burn wards. She knows where they keep it."

Chloe frowned, trying to come up with a face for an Irene Reppler, and then blinking when she remembered the old woman. She wasn't volunteering to _go_ on this suicide mission, was she?

Lois' face betrayed the fact that she was thinking the same, along with _damn_.

"Hold on a minute." David frowned. "You can't actually be thinking of doing this."

"Why not think beyond that?" Chloe asked, arms folded over her chest, all the gazes swinging to her. "We have to get out of here. I mean _permanently_."

"_Why_?" Bud asked. "We've got plenty to eat!"

"What happens when one of those things decides to break through the glass again? And I'm talking about one of the big ones, like what killed Norm." Chloe countered, zeroing her eyes on the store manager. "_We_'_ll_ be what's to eat."

"She's right." Dan nodded. "And its not like the flaming torch idea worked very well at keeping them out. We almost burned the goddamned store down."

"You know, not to change the subject or something." David announced, pointing his flashlight beam at the pterodactyl-like thing Chloe had killed. "But what happened to _that_ guy?"

Chloe suddenly felt a little uncomfortable. "I killed it."

Everyone's lights trained her on in seconds.

"_You_ killed it?" Dan asked in shock.

Ollie snorted. "I'm not surprised. You all didn't see the way she went whacking at that one that killed Norm but I did. This girl is _fierce_."

Chloe felt more and more uncomfortable.

"How did you kill it?" David wanted to know.

"I stabbed it in the forehead." The blonde replied, looking down at her feet.

"You got that close to it?" Wayne snapped.

"_No!_ I _threw_ the knife!" She snapped back, glaring at him.

Once again everyone looked at her in silence.

"_What_?" She barked, feeling cornered, her monster starting to grow restless. "I have great aim!"

"This is not important, okay?" Lois stepped forwards in an obviously protective move. "I've got my Chevy Tahoe out there, alright. Not only is it big enough for most of us, and fully fueled, but I have my gun there as well. I also have a third row seating, so it can seat up to ten people in total, and that's not counting the trunk space."

"Which has all of our stuff in it." Chloe reminded.

"Oh, right." Lois nodded. "So, ten people, people. I don't think there will be more than that brave enough to leave here anyway."

"I say we drive south out of this area, hitting any gas stations we find on the way. It'll be dangerous, but not more dangerous than being trapped here with already weakened glass." Chloe declared. "We need to try and make it clear of this mist."

"That's it?" Dan asked. "That's the plan?"

"That's as much of a plan as we got." Chloe replied.

"No, you can't mean it." Bud shook his head, terror written on his every feature. "Not after what happened to Norton and his group."

There was unrest at that memory.

Chloe rolled her eyes, getting exasperated. "Look, if you don't want to go, _don't go_. Lois and I will leave here without _all_ of you if we have to, but think of this first. Norton and his group? They got over 200 feet from this store. That's how much rope played out. Lois' Chevy is parked _half_ that distance."

"She's right." Lois nodded. "Chloe and I are going to try and make it, and we probably will, and it will be a _shame_ if you all were left here to rot or be eaten because you were cowards."

"It's caution, not cowardice." Dan replied softly. "Who knows how far this mist has spread? It could be the entire eastern seaboard."

"It could be the entire world, for all we know." Wayne, surprisingly enough, spoke up. "It wouldn't make us any less dead."

"We'd have a gun in my car." Lois piped up. "And we could grab Mr. Cornell's from his truck."

They thought about that.

"Sooner or later, something is going to break through the glass and come in, and we're not only going to lose the little protection we have, but our lives." Chloe told them straight out, her monster making her voice a little gruffer. "But you want to know the _real_ reason we should get the hell out of here while we can? _Carmody_."

The others looked at her in confusion at that.

"She's right." Wayne looked up, folding his arms over his chest. "The flakier people get the better she's going to look."

"No, I don't buy that." Bud shook his head. "It's obvious she's nuts. Look, a few people maybe, but---."

"No, I count four." Chloe interrupted. "She's preaching to them as we speak. I couldn't get a moment's sleep because I had her voice buzzing in the back of my head like a mosquito. By noon she'll have four more. By tomorrow night, when those things come back, and they _will_ come back now that they know there's meat in here, she'll have a congregation." Her eyes leveled on the men. "And _then_ we can start worrying about who she's going to sacrifice to appease this blood debt she keeps talking about. And you _all_ know she'll do it."

"She's right." Dan sounded sad to admit it.

"You don't have much faith in humanity, do you?" Bud scoffed.

"None whatsoever." The elder man replied point blank.

"Do you want me to tell you about humanity?" Chloe laughed, knowing it was a deep and ugly sound. "You want me to tell you of what it's capable of in the worst of times?"

"_Chloe_." Lois went worried.

"No." Chloe shook her head and she went towards Bud and grabbed the front of his shirt. "I'll _tell_ you about humanity. It's a disguise to hide the _monster_ inside. In the worst of times, a man will leave women alone and _defenseless_ in the presence of something _he knows_ will kill them. In the worst of times, the monster is _better_ than the human."

"_Chloe_!" Lois snapped, pulling her away from Bud. "You're not in the cave anymore! Snap out of it!"

Images of her and Kathryn being left above with the _thing_, of it hooking onto her and dragging her underwater---all raced through Chloe's mind as she took in a deep breath and looked away, breathing heavily as her heart raced in remembered terror.

"It's okay cuz, you're not trapped anymore." Lois held her tightly from behind. "These people aren't Briggs, honey. Come back, come on."

Chloe breathed in and breathed out, body trembling, eyes on the floor.

"What---what was she talking about?" David asked shakily.

Wayne just watched Chloe in worry.

"A year ago, before I worked for LexCorp, Chloe was overseeing one of Lex's investments. It was the largest underwater cave system ever to be found, and it had its own ecosystem, unlike anything ever seen before." Lois talked softly, soothingly, still holding Chloe tightly, as if worried that the monster would lash out. "They were trapped under there, and then they realized that they weren't alone."

Chloe closed her eyes tightly, not sure what Lois was doing, but too trapped in her memories, in the nightmares that still made her wake up screaming at night, to protest.

"What do you mean?" Wayne asked softly.

"There was a large carnivorous species living there unlike anything ever recorded. It lived on the land, in the water, and could fly. They weren't safe anywhere." Lois took in a deep breath. "And while they tried to find another way out, they were _hunted_."

Chloe's body began to tremble.

"One of the creatures grabbed hold of Chloe, and the man who was supposed to be taking care of her just ran and left her to its mercy." Lois' voice was suddenly a hiss, before she took in a deep breath. "My cousin barely made it out of there alive, so _excuse us_ for not believing in the benevolence of human nature."

There was dead silence in the room.

"Look, nobody has to decide anything now." Lois announced. "First thing's first: the pharmacy."

Wayne looked up. "I'm in."

"So am I." David announced.

"No, you have a wife and kid in this store, I don't want you on the team." Chloe finally spoke, looking up at him.

David frowned and then looked away.

Chloe refused to look at Wayne and instead turned her head so that she was looking at Lois. "Thanks."

Lois smiled back. "What else are gorgeous older cousins for?"

* * *

**Review?**


	5. Chapter 5

**Disclaimer: I do not own Smallville or The Mist.**

* * *

"Where do you think _you're_ going?" Mrs. Carmody asked them as they readied themselves for what must be done. "Are you _trying_ to kill yourselves? Have the deaths not been enough for you?"

"Listen up." Chloe ignored the woman, turning to the people who were already gathering around them. "We're going to the pharmacy. We're going to bring back some supplies."

"Also, there may be people over there who are trapped and need help." Wayne added.

The onlookers broke out in loud talking.

"Listen people!" Ollie threw his hands up in the air. "We're not going to take any chances. If there's any trouble we'll come straight back here to the supermarket."

"And bring the fiends of hell down on our heads, thank you!" Mrs. Carmody exploded angrily.

"She's right." One of her followers announced, coming to her side. "You'll make them notice us. You'll make them come. _Why can't you just leave well enough alone?!?_"

"Lady." Dan snorted, grabbing the handle he'd taken off of a rake and sharpened an end. "This is what you call 'well enough'?"

"You want to stop us?" Wayne asked. "You better go into the locker room and tell Bobby why we're not bringing pain killers and medicine for his brother."

Bobby.

The brother's name was Bobby.

"You'll die out there." Mrs. Carmody announced as if prophesying once more. "You'll walk out that door and be torn to shreds, and then your hellbound pride will have them come and get the rest of us! Just like this good lady said! Do you want that to happen, people?!?"

"No! No!" The onlookers cried out.

"No! No! No!" Mrs. Carmody agreed, encouraged by the large support she was receiving. "It's this kind of hubris that brought the wrath of god in the first place! This kind of pride and defiance----!"

Onlookers gasped as a can of green peas went flying through the air and hit the woman on her head.

"Shut up you miserable buzzard!" Irene Reppler growled from where she stood.

"_Damn_." Lois grinned brightly. "I _love_ this woman!"

"You old bitch!" Mrs. Carmody sneered, before racing towards the elderly woman.

People hurried in front of Irene protectively, but Chloe intercepted Mrs. Carmody instead, wrapping her arm around the charging woman's waist and slamming her back against the piles of dog food and fertilizer, keeping Carmody pinned there with her forearm pressed threatening against the woman's throat. The blow both caused the glass to tremble, and surprised the crap out of Mrs. Carmody, visibly disorienting her.

"If you were _half _the prophetess you think you are," Chloe hissed down in her ear. "You would've seen those peas coming."

Mrs. Carmody's eyes widened as she looked up at Chloe.

Chloe had a feeling her eyes had flashed golden if only for a second.

Honestly, it was as if this woman brought out the devil in her.

"Stoning people who piss you off is _perfectly_ okay." Irene was telling Lois. "Ask the bitch! They do it in the Bible! And I got _lots_ of peas!"

Mrs. Carmody's eyes glazed in fury but she didn't try to fight Chloe's hold or get at Irene.

"How about it Army?" Dan asked, holding his pointed stick as if it were his only support to life. "Any support from the armed forces?"

Wayne's friends looked at him pleadingly before shaking their heads and leaving to go to the back of the onlookers.

Wayne shook his head, but didn't look too surprised at their behavior.

"I'm going to let you go now." Chloe told Mrs. Carmody. "Nice and easy." She then did as told, turning her back on the woman. "Okay. Let's do this."

Armed with knives, crowbars, and tire irons and anything they could use to defend themselves, the small group, led by Ollie and Chloe, exited the supermarket and entered the mist outside.

"Stay together." Wayne whispered from the back of the group.

They walked silently, stealthily, on the small ledge of the concrete the large building that the pharmacy and supermarket had been built on. They couldn't see anything in the mist, nothing out into the parking lot but the vague shapes of cars...or what they hoped were cars, and a little bit in front of them.

Chloe ducked her head, their flashlights trying to pierce the mist, and let her eyes shift, not sensing anything around them right now, but that didn't mean something wasn't hiding and watching.

"Save the batteries." Lois ordered, and everyone reluctantly turned off their lights.

Chloe, brandishing the ax she'd used to chop of the creature's tentacles, followed closely behind Ollie, who knew the way to the pharmacy, narrowing her eyes as odd inhuman sounds began to filter in.

Thankfully they soon arrived at the glass doors of the pharmacy and pause when they found the doors wide open.

That wasn't a good sign.

Sharing a look, the group crept inside, turning on their lights at the darkened, mist-filled building.

"Do you think something got in?" Ollie whispered.

"Let's just get what we need then get the hell outta here." Wayne ordered softly, nodding to Irene Reppler, who nodded back and began to lead the way towards the medicines.

"Yeah, lets do that." Lois agreed.

"The meds are over at the end there." Irene pointed in the direction she was talking about. "In the cubicle."

They slowly made their way, lights ready, all alert.

Chloe let herself fall behind, eyes shifting to gold as she looked around her, able to see the place a little better, and yet not much.

But at least she knew something for sure.

They weren't alone in the pharmacy.

Her monster snarled at her, telling her to merge, that she'd be so much safer if she just became one with it.

As always she ignored its advice.

Taking in a deep breath she jumped when Ollie walked into something, causing it to fall down with a large crash. "I'm sorry!"

Chloe narrowed her eyes.

If whatever it was that was in here hadn't realized they were there---it knew it now.

Wayne lifted himself onto the counter of the cubical and shone the light of his flashlight on the darkness below, making sure there wasn't any creature hiding there, before lowering himself and beginning to look through the different medicines at hand. Lois and Irene shone their lights at him, giving him some help, with Irene directing him to where the Silvadene was usually kept.

Ollie and Dan grabbed other supplies they might need, especially for their escape plan.

Chloe---Chloe kept herself apart, feeling the atmosphere, shushing the people when their voices grew too loud.

Whatever was in here already knew they were here, no use in letting _other_ creatures outside figure that out as well!

She froze when a soft scurrying sound reached her ears. "Guys." She waited for a second, listening, hearing the sound again. "Hurry it up. I hear something."

She doubted they could hear it considering it was her mutation that allowed her to, but the men reacted, throwing the things into the bags quicker, more desperate.

Giving the ax a twirl, she tightened her grip on the handle, going slowly towards the sound.

The lights were suddenly being pointed to her back, and the sound of collecting was done. Footsteps came towards her and Wayne appeared by her side, the bag of medicine's in one hand and his crowbar in the other. "What is it?"

"Feet." She whispered, tilting her head to try and figure out the direction of the sound. "Lots of tiny little feet."

"Tiny feet?" Ollie asked.

Sensing something, Chloe looked straight up, and her golden eyes widened. "Oh my god."

The lights followed her gaze.

"Fuck!"

"Shit!"

"Oh my fucking god!"

People's limbs were sticking out of giant, spider-like webs all above them.

"Get out." Chloe whispered. "Get out _now_!"

Ollie, Dan and Irene turned and immediately headed towards the doors.

"Lois! Protect them!" Chloe ordered.

The brunette hesitated only a second before hurrying after the elderly trio.

Chloe then turned to Wayne, eyes narrowed. "What are you still doing here?"

He looked down at her, eyes wide. "Your eyes."

She flinched, looking away, realizing that someone _else_ had seen them. "Go back to the supermarket, Wayne."

"_No_." He stood firm.

"You have the medicines!" Chloe snapped. "Get your ass out of here!"

He stood firm.

"You _stubborn_ ass!" She hissed. "Joe will _die_ if you don't get those medicines to him!"

At that Wayne flinched, stepping down.

"Guys! Come on!" Lois hissed from the front door.

"_Go_." Chloe gave Wayne a push in the right direction, waiting to hear his and the others' footsteps fade in the distance, before letting the monster out of the cage, her pupils going catlike, her every sense heightening.

A snarl escaped her lips, completely inhuman, the scent of dried blood on her ax, blood of an even larger predator combining with her own aura to keep the creatures back if only out of caution. They didn't know what she was, but they knew that she had managed to at least hurt a much larger predator, and that was enough for them to stay back...at least for now.

"If anyone's alive, move something."

No one above her moved.

She took in a deep breath, taking a step backwards, about to follow the others.

Someone moved.

She turned towards the body plastered to the wall and hurried towards him, recognizing him as the MP who'd told Wayne and his group that their leave was cancelled.

That scurrying sound was stronger than before.

"I'm sorry! I'm sorry!" He reached out his hand towards her in supplication. "_Help_ me!"

Chloe surged forwards and tried pulling him away from the wall, but the web was like glue, keeping him stuck tightly.

"It's our fault!" The man raved, his whole body jerking. "It's all our fault!" Suddenly his jerking got inhumanly violent. "God, I can feel them!"

Chloe stopped trying to free him and began to slowly back away.

One of the boils in his cheek bursted, and a spider crawled out.

Sensing something, she twirled out of the way as a web was hurtled out at her.

The web fell to the floor and began to sizzle.

Chloe looked up to see a two-foot long, spiked spider snarling down at her.

Hisses and snarls all around her proved that more and more of those uglies were making their way towards her.

Turning she raced towards the entrance, dodging spiderwebs and spiders that jumped out at her. The blonde tripped and fell, a spider jumping onto her chest. She snarled and curled in her fingers, slashing at the creature, her nails piercing its hide and dragging down, opening its skin.

Later on she'd wonder why her first instinct was to scratch the creature instead of using the ax in her other hand.

The spider gave a shriek and threw itself off of her.

That caused the other spiders to halt in their attack, confused and wary once more as to the creature they had in front of them.

Chloe got to her feet slowly, before tightening her hold on her ax and swinging it at the spider closest to her. The monster inside was _furious_ at the nerve of the lower creatures thinking they could pose a threat to her, and she kept swinging and swinging. Threads of web shot out at her, the acid-thread burning her and yet her powers healing her up in seconds as she kept swinging and swinging.

And then suddenly...suddenly the spiders were in a retreat.

Chloe stood in the middle of a large lake of blood, snarling and growling and breathing heavily.

Where were they going?

The _cowards_!

She wasn't finished!

The monster had been itching for some violence and it was pissed that its fun had ended so abruptly.

"_Chloe_?"

Turning at the unexpected sound, Chloe raised her ax and barely kept herself from flinging it at the newcomers.

Lois and Wayne stood behind her, eyes wide at the numerous large, massacred spiders.

Belatedly, Chloe wondered just how long they'd been there, standing, watching.

She breathed in and out heavily, monster still in control of her body, making her somewhat unpredictable.

Lois made to take a step towards her.

Chloe snarled.

Lois stopped before putting her tire iron in the waistband of her pants and putting her hands up. "It's okay Chlo, it's me, Lois. Your cousin. Your pack."

Wayne just watched curiously.

Lois inched her way towards her softly growling cousin. "You're okay now. You're safe. You did good. You showed them who was the alpha predator."

The monster stopped growling, a little smug.

She _had_ shown them, hadn't she?

Lois smiled and lifted a hand slowly, carefully, to Chloe's face, leaving it in front of Chloe's mouth and nose. "Come on, I know you recognize me now. Let go of it, let Chloe back in control. You did good, real good, but its time to give the reigns back to her. You know that."

The monster grumbled since Chloe herself hadn't instructed it to stand down, but given that this was a tried and trusted pack member asking nicely, it complied.

Chloe gasped in a deep breath and looked up at Lois with wide eyes. "What are you doing here?"

Lois grinned. "Saving your ass, as always." She then turned to Wayne, eyes narrowed. "You tell _anyone_ about what you just saw and I will _personally_ skin you alive!"

"I wasn't---I wouldn't---." He shook his head. "What just _happened_?"

Chloe took in a deep breath. "Not here. We need to get back to the supermarket."

Thankfully, Wayne agreed, and they made it to the others without any further complications.

* * *

"He's not going to make it." Wayne whispered to Chloe after having finished tending to Joe. The moment they'd returned safely to the supermarket he'd gone to check up on his patient, and this was the first time he'd had free time. "He won't last till nightfall."

"Chloe." Lois whispered.

"No." She shook her head. "I already did more than enough. If I do this---."

"You'll save his life!" Lois whispered back.

"I can't hide the fact that he mysteriously healed completely!" Chloe hissed at her, eyes narrowed.

"Wait, can you do that?" Wayne asked, placing his hand on Chloe's shoulder. "You can heal him?"

It surprised her how he found it so easy to touch her, even after what he'd seen in the pharmacy.

"She _has_ been healing him, a little, its probably why he's still alive." Lois announced, apparently not seeing any reason to keep Wayne in the dark for now.

"But if I did this he'll be completely healed, Lois. How do we explain that?" Chloe shook her head. "We can't. Which is why I can't do it."

"We're leaving anyway." Wayne reminded her. "Chloe. If you can save that boy's life, you _have_ to. You can't just let him die in agony when you have the means to do something about it. I don't know why you're different---we have all the road trip to discuss it---but for right now if you can save his life---I know your conscience will tell you that its the only right thing to do."

Chloe looked from one to the other before glaring. "If I do this, I'm going to fall unconscious. Maybe a couple of hours---maybe a day."

Lois nodded. "We'll wait till you wake up to make the escape."

Chloe felt nervous.

Nervous as hell.

"No one is to know that he's healed because of me, get it?" They nodded.

Taking in a deep breath, Chloe headed towards the Employee's Only locker room.

* * *

"_...expiation, because we have seen that the earth is scourged with whips and scorpions_. _We have __**seen**__ how the earth has vomited forth from her lips obscenities and profanities of such nightmare proportions. And for these evil, lurking spirits, and for these evil people..."_

"Shut _up _already." Chloe groaned, opening her heavy eyelids, blinking in surprise she she looked up into Wayne's face. Apparently the lap her head was rested on, and the hand that was softly caressing her hair...was _his_.

He grinned down at her. "You're all sorts of amazing, have you realized that?"

She didn't know what to say to that, instead sitting up quick as a whip, bringing her hand to her head as the room spun a little before settling. "How long have I been out?"

"Most of the day." Lois spoke from her other side. "After healing Joe you just collapsed. We told everyone that you were bone tired from everything, and no one's doubted us."

"Not that they would have any reason to." Wayne declared.

"And Joe?" Chloe asked.

"Completely healed." Lois smiled. "He and Bobby kinda love you now, and agreed to continue pretending that Joe's ill, and to stay in the locker room, so no one knows what's happened. Only you, me, Wayne and them know the truth."

Relief filled her soul and Chloe smiled, ducking her head. "Thank god."

"_HOW WILL IT END?"_ Mrs. Carmody asked her followers where she preached to them.

"_EXPIATION_!" They called as one.

Irene, Ollie and Mr. Cornell came towards them and sat down once they noticed Chloe awake.

"How are you feeling, dear?" Irene asked with motherly worry.

"I'm fine, thank you." Chloe smiled at her and at the others who'd come to see how she was doing.

"I _told_ you this would come!" Carmody preached.

Ollie took of his glasses and shook his head. "She's getting people whipped up."

"She's got 'em believing she's a psychic." Irene snorted in disgust. "That she has a direct line with God."

"Why wouldn't they? The woman never shuts up." Mr. Cornell grumbled through his mustache. "Like those speeches Castro used to make."

Despite the situation, Chloe had to giggle, ducking her head.

The people around her shared a smile as well.

"Ollie says you're thinking of leaving." Irene announced, surprising Chloe. "I'm in."

"So are Bobby and Joe." Lois chimed.

"It will be dangerous." Chloe warned the elderly woman.

Irene snorted. "So is staying in here with that _madwoman_."

"_What will end it?!?"_ Mrs. Carmody preached.

"EXPIATION!" Her congregation called back.

"_You don't sound like you mean it!"_

"_EXPIATION!_" They called out louder.

"_Hallelujah_."

"Welcome to Sesame Street." Dan announced as he arrived with Bud, David, and David's family. "Today's word is _'expiation'_."

"I'm not spending the rest of my life here, I'll tell you that." Mr. Cornell shook his head, turning to Chloe and Lois. "We can all hurry to your vehicle, squeeze in, and you can drive me and some others to my truck and watch our backs with your gun until we can get into my truck. We'll drive together, like a caravan."

"Safety in numbers." David agreed as Stacy nodded her agreement and Billy just hid his face in his father's shirt.

"I can quietly gather up some bags of groceries and hide them up at one of the check stands by the door." Ollie offered.

Mrs. Carmody's followers began to clap for her.

Jim and Myron, surprisingly enough her newest converts, clapped the hardest.

Then again, they were never quite stable, ever since the Norm incident, so Chloe wasn't sure why she was surprised that despite seeming ready to do violence against the woman before, they seemed to now worship her, especially Jim.

_Then again_, they were cowards, had shown that enough throughout this situation, and Mrs. Carmody was being called untouchable, the vessel of God or something like that. People in the store were acting as if they truly believed what came out of her mouth were predictions, prophecies---when they were nothing more then well-thought-out considerations, especially about the hunting patterns so far. Almost everyone seemed to believe that if they followed her, and did as 'God' told them to, they'd survive this horror.

Chloe shook her head at them, disgusted. "I want to know what we're up against---what this mist is." She then turned to Wayne and narrowed her eyes. "Where are your friends?"

They searched for Morales and Donaldson all over the store, but couldn't find them. Wayne kept refusing to look in Chloe's direction and she grew more and more certain that he had an idea of what was going on outside and wasn't saying anything. It irritated her a little since he knew almost all of _her_ secrets, but she kept silent until they checked in the loading dock...and found the two soldiers hanging.

They'd committed suicide.

"I---I didn't think they'd do it." Wayne whispered, horrified, as he trained his light on them. "They said they would do it but I just----."

"It's the Arrowhead Project, isn't it?" Chloe asked, turning to him, finally voicing the suspicion she'd had ever since hearing the MP's words in the pharmacy. "The mist---it's all some sort of military screw up, isn't it?"

He turned to look at her and then nodded.

"We got you now you son of a bitch!" Jim snarled, he, Myron and two other men emerging from the darkness and grabbing Wayne, tearing him away from the others and keeping them from him as Jim and Myron pulled Wayne out of the loading dock to the store. "Get in there! It was them! It was _them_ that done it to us! It was _them_ that brung down the final wrath upon us!"

They forced Wayne to the ground viciously.

"No! Stop it!" Chloe pushed passed them men trying to hold them back, only to have four more grab onto her and keep her still.

Others formed around her group, outnumbering them as they rushed out, trying to help.

Chloe struggled desperately against the hold on her.

"Those two peckers who were with him they hung themselves in the back because they knew! They knew it all along!" Jim screamed.

Mrs. Carmody came forwards, the crowd parting for her as if for royalty or a god.

"He doesn't know what he's talking about." Wayne grunted.

"Shut up you heathen!" Jim bashed him in the back of the head.

"_STOP IT!_" Chloe screamed, furious at how she was being held back.

'_Merge with me_.' Her monster whispered, growling, walking the. '_Don't just let me out. Merge with me like you should have long ago! Become one!'_

"They heard it too!" Myron pointed to them. "All about the Arrowhead Project and all that secret shit going on in the mountains! That's what brung it down on us! That's what brung _down_ the wrath of God!"

"Private Jessup." Mrs. Carmody knelt down and pushed his head back with her open palm.

"It wasn't _me_." He whispered, looking up at her before turning his head, as if trying to look behind him.

As if...

Chloe gulped from where she stood behind him.

"I'm just _stationed_ up there." Wayne spoke. "I'm not _responsible_---."

"Bullshit." Jim snapped.

"Hell! I'm a _local!"_ Wayne snapped right back. "Most of you people know me."

"Stop your chicken shit whining!" Mrs. Carmody surged forwards and grabbed him by the throat. "Or I will cut your puling tongue out!"

Wayne choked on the grip she had, unable to defend himself because of the men holding him tightly.

The monster in Chloe snarled, rattling the cage viciously.

The blonde resumed her struggling even more viciously. "Let go of him!"

"Now _you_ tell us!" Carmody yelled, tearing her hand from his throat, her fingernails leaving ugly scratches on the skin as she pulled away. "Tell us."

He gasped in breath before nodding. "Okay. _Okay_. I heard stuff."

"Stuff." Carmody mocked.

"Yes." He nodded. "We _all_ heard stuff. Like how they felt that there were other dimensions, other _worlds, _all around us. And how they wanted to try and make a window so they could look through and see what was on the other side."

Chloe once again went still, eyes wide.

That made so much sense.

It explained _everything_!

From the storm to the mist to the creatures!

"Well maybe your window turned out to be a door! Didn't it?" Mrs. Carmody accused.

"Not _my_ window! Those scientists!" Wayne snapped as Carmody's follower's began to act up. "They must have ripped a hole up by accident and this other world came spilling through into ours."

_'Act now. Something's going to happen. Merge with me!'_

"It aint my fault." Wayne stressed.

"Aint. His. Fault." Carmody mocked, hands in the air, still clutching the bible in one hand. "No. No. No. No. Ain't nothing _ever_ anybody's fault! But he denies it! He points the finger! This _Judas_ in our midst!"

"Judas"! The people screamed, becoming violent.

"Stay the _hell_ away from him!" Chloe screamed, struggling even more desperately, scratching at the men who held her. "If you touch him I will _kill_ you!"

"_You_." Mrs. Carmody turned to Chloe. "Don't you know by now? Don't you know the _truth_?" She turned to the others. "We _are_ being punished, for what? For going against the will of God. For going against His forbidden rules of old! Walking on the moon! Yes! Yes! Or splitting His atoms!"

"Amen!"

"Or-or stem cells and abortions!" The woman continued. "And destroying the secrets of life that only God above has any right to!"

"Amen!"

"Hallelujah!"

People began to clap.

"Yes, I know! It _is_ true!" Carmody continued to raise her voice. "And now! We _are_ being punished! The judgement is being being brought down upon us! The fiends of hell you see _are_ being let loose _and _ star Wormwood blazes! And it is _his_ fault!"

"No! It is _not_ my fault!" Wayne snapped.

"Yes it is your fault!" Carmody hissed, pointing at Wayne as her group began to enter a frenzy. "They did it! They spit in the eye of the Almighty!"

"No!" Wayne hissed back.

The mob grabbed at Wayne, overcome by fear and hatred and delusion.

Chloe and her group tried desperately to break free, but were unable to.

"Judas!" The people were screaming, throwing him around and punching and kicking him.

"STOP IT!" Chloe screamed.

"Kill him!" Someone screamed.

"String him up!" Another yelled.

Suddenly the scent of blood filled the air.

Chloe went still, eyes wide, as she realized in horror that they'd pushed him towards a man, the town's butcher, who'd had a knife in his hand, and used it to stab Wayne in his stomach.

"_No_." She whispered, her monster going deadly silent and still.

Applause filled the air as the man stabbed Wayne again, and again.

"Expiation!" Jim screamed.

"Stab him again!" Another yelled.

Mrs. Carmody stood on top of a box. "FEED HIM TO THE BEAST!"

"_EXPIATION!_"

"Let the abominations smell his blood!" The woman continued to scream.

Chloe watched in shocked stillness as the mob carried the wounded, agonized man to the door and threw him outside to the pavement, closing the glass door and locking it.

"NO!" Lois screamed.

The butcher smirked at Wayne as he got up and began to pound bloodied fists against the door.

And that was when it happened.

Chloe closed her eyes.

And lost it.

She didn't really remember anything that happened, all she knew was that there were screams that weren't just Wayne's and the scent of blood was much stronger than it had been moments ago, and the sounds of people's necks breaking or flesh tearing, heart stopping...filled her ears. She wasn't herself anymore, completely taken over by the fury of a monster whose packmate had been wounded and left to be consumed, and she didn't try to stop the monster's work, only surrendered herself to the blinding, inhuman bloodrage.

It was only when she was standing in front of the door, hand holding a knife stuck all the way to her wrist inside of the butcher, that she woke up.

He screamed in agony, coughing up blood on top of her.

Chloe pulled her hand out of him, leaving the knife inside, and hurriedly turned to the door, sensing something arriving due to the scent of blood, and unlocked the door with shaky hands, pulling the injured Wayne back inside.

And Lois, curiously covered in blood as well, arrived by her side and sneered as she kicked the butcher outside and closed the door, locking it in his face and sneering at _him_ as he tried to stand, pounding against the door.

The man pounded desperately at the door, begging to be let in, before turning when he finally sensed what had driven Chloe insane to begin with.

He turned in time for the vague outline of a large, three-story high creature to reach out and grab him.

His screams were still audible as he disappeared into the mist.

"You're going to be okay." Chloe whispered to Wayne as they sunk to the ground, pressing her hand to his wounds.

Only now did she look up at the others, seeing the twenty dead bodies lying in the ground, men and women alike.

She felt sick.

She really _was_ a monster.

"You want to feed the monster, huh?" Lois sneered at the now _very_ quiet onlookers. "Then you start shoveling out these bodies so the 'abominations' can have a teatime snack! And if _any_ of you give us trouble, I will stick you like a pig and kick your asses out there as well! You hear me!?"

The people took a step back.

At that moment, Lois looked as deadly as Chloe.

Gasps echoed throughout the supermarket.

Chloe ignored them, gaze on Wayne, green eyes meeting dark ones, as the hand she had pressed over the area that'd been stabbed began to glow brightly. "I'm _so sorry_ I couldn't get to you sooner."

He chuckled, wincing in agony when he did so. "I _really_ like your cat eyes."

She smiled down at him, tears in said eyes. Those tears glowed brightly as they streaked down her face and fell onto him, bathing him in extra glow until his whole body was lit up like a candle.

Mrs. Carmody pushed passed her followers, eyes wide in fascination as she watched.

A bright light encompassed them, and when it faded away, Wayne stood to his feet to the gasps of the onlookers, and helped a wobbly Chloe to hers.

_'You shoulda merged with me'_ The monster was sulking. '_Coulda done much more damage if we had merged_.'

_We did enough damage._ She whispered back.

The blonde turned her feline gold eyes on the multitude, narrowing those uncanny orbs at them. "If you need anymore blood for your _expiation_. I'll be _glad_ to give it to you."

As one, the people parted fearfully, letting Chloe, Wayne, Lois, and their group pass.

More people gasped as they realized that Bobby and Joe had come out to investigate the noise, and they realized that Joe was healed...and then realized how it must have happened.

Arm around a weak Chloe's waist, Wayne's cold dark eyes caused the people to go back even further, and stay away.

Chloe's eyes closed as she lost consciousness.

So she never felt Mrs. Carmody's smile on her.

* * *

**Review?**


	6. Chapter 6

**Disclaimer: I do not own Smallville or The Mist.**

* * *

Chloe shook Lois softly, waking her cousin. "It's dawn."

Lois nodded and yawned, stretching.

David, Stacy and Billy were standing there with Irene, Dan, Bud, Ambrose Cornell, Joe, Bobby, and Wayne, all talking in whispers over the sleeping people, readying for the escape.

Ollie made his way over to them. "Okay. I got the groceries in check-out stand number two. Five bags. We can grab 'em and get out of the door."

"Okay." Chloe nodded, looking at her group. "The Chevy's parked in the center lane of the parking lot, close to the doors. Whoever gets there first open up the doors and we'll all pile in as fast as we can. It'll be a bit jumbled up with all of us plus the groceries, but its only until we make it to Mr. Cornell's truck, where he, Joe, Bobby and Dan are going to get into the truck and join us." She passed Dan one of the walkie talkies she'd been playing around with while the others had slept. "We'll keep in contact with these."

Dan nodded, taking it and placing it in his pants' waistband.

"I just hope Bandana Man dropped my keys somewhere there on the ground." Mr. Cornell whispered.

"Don't matter." Bobby announced, lifting a wire hanger. "I can use this to unlock the doors."

"And I know how to hotwire." Joe finished.

The people looked at the brothers in surprise.

"Great." Chloe smiled. "Let's get the hell out of here."

Lois grabbed her crowbar and stood, following the armed group as they tiptoed amongst the sleeping people, heading towards the check out counter Ollie had told them he'd hidden the supplies.

There was nothing.

Chloe frowned, looking up to see Carmody sitting in a chair, holding a knife in her hands.

"Stealing food now?" The older woman asked.

"We're leaving now." Chloe stepped out from behind the counter. "Stand aside."

"You can't go." Mrs. Carmody replied. "I won't let you."

"You won't _let_ me?" Chloe tried out the word on her tongue and didn't like it.

"It's against God's will." Mrs. Carmody announced as if this should be obvious. "Don't you know that by now? Haven't I proven it again and again? Haven't I shown that I am _His_ Vessel? Why won't _you_ of all people, acknowledge it?"

People started surrounding them, wielding knives and other weapons.

Stacy hugged Billy to her heart.

"Listen here, I'm _sick_ of your shit!" Chloe snapped, eyes golding gold. "Step aside or I'll kill you!"

"You might, but one of my followers will kill some of your group before you can touch me." Mrs. Carmody nodded. "Can you sacrifice their lives that easily? The _child's_ life that easily?"

Chloe's eyes widened. "You're threatening a _child_?" She shook her head. "I don't know what _god_ you worship, but He ain't the same one I know."

"What's the matter with you?" Mrs. Carmody stood, turning to look at her still outnumbering followers. "You heard _him_." She pointed in Wayne's direction. "It is these people who brought this upon us. They who refuse to bend to the will of God. And claim it privilege. Sinners. And Pride. Yes. Haughty. Privileged! They mock us, they mock our god our faith our values, our very lifestyle. They mock our humility, our piousness. They _piss_ on us, and laugh!"

The people began to grow uneasy once again, listening to her poisonous words.

Someone sharpened two knives against each other.

"It's from _them_ the blood of human sacrifice. From _them the blood of expiation must come."_

_ "You try it!_" David snapped as everyone raised their weapons. "You fucking try it!"

"We want," Mrs. Carmody turned to point the knife at Chloe. "The fallen angel."

"No fucking way!" Lois snapped, raising her crowbar.

"We want the fallen angel!" Mrs. Carmody screamed. "Like Christ had to die to save us from our sins, so must another celestial being die! Her blood must be poured upon all of us to save us from the wrath of God! We need to bathe in her blood and let it purify us! _Heal_ us of our human iniquities! Make us new! Make us more in _HIS_ image!"

"Amen!"

"Hallelujah!"

"His Image!"

"You all are _insane_!" Chloe snapped. "I'm not an _angel_!"

Someone in the background began to sing the hymn "Power In The Blood". A couple of the women picked up and joined in.

"Give us the girl!" One of the men reached for her but jerked away when Wayne swiped at him with his tire iron.

"Give us the fallen one!"

The people surged forwards, this time at Chloe.

Her friends tried to encircle her, beating at the people who tried to come at her, but there were just too many.

"Grab her! Grab her!" Carmody screamed. "Kill 'em! _Kill 'em_ _all_!"

Suddenly a crowbar flew through the air, and like a can of peas of ole, collided with Mrs. Carmody's skull, the force of the blow sending the self-proclaimed prophetess to the ground. Blood gushed from the wound in her forehead, as her body began to twitch.

The people pulled away, scared an disoriented at the fact that their leader, their supposed Vessel of God, the woman they were nearly sure couldn't be hurt, was twitching on the ground.

Chloe watched as Lois pushed through the crowd and bent to pick up her crowbar.

The brunette tightened her hold on the weapon and looked down at the fallen woman. "Didn't see _that_ coming, did you you psycho _bitch_?" And with that she brought down the crowbar once more, a sickening crack echoing throughout the store, tinted with the horrified screams of Mrs. Carmody's followers. Lois raised the bloody crowbar and screamed as she brought it down again and again and _again_ until the body at her feet was deadly still, blood coating the crowbar and covering Lois from where it'd spurted up on her. "Anyone _else_ feel the need to sacrifice my cousin?"

There was silence.

People backed away.

She sneered before turning to Chloe. "Let's go."

Chloe had never seen that cold look in her cousin's eyes, and she felt sorry, knowing that because of this, something in her cousin had died as well.

The blonde nodded before turning to the people she'd tried protecting since the beginning, the same people who would have murdered her on the whim of a madwoman. "Where are our grocery bags?"

There was silence.

And then Jim and Myron motioned to the number four check-out counter.

The men from her group went and got the bags, except for David, who would be carrying his son during the run.

When they were ready, Chloe turned to them, standing by the door. "Everyone, stay close to each other, maintain visual, and once we get outside, run as if hell were on your tails."

Her group nodded, and as one, they hurried out into the mist, not even noticing that the bodies that'd been thrown out the night before were now completely gone.

Chloe let her beast out, her golden eyes going feline, sensing the creatures in the mist, and knowing that they were gaining on them. "Hurry up people! Hurry up!"

"Daddy!" Billy cried into his father's shirt.

"Everything's going to be alright, Bill." David whispered as they hurried along.

Lois reached the Chevy first and opened the doors in time for David, Stacy, Billy and Bobby to rush in, hurrying to the back. Wayne, Ollie, Irene, Mr. Cornell and Bud were the next in, hurrying inside. Each passing their grocery bags to David to put behind him in the trunk.

Chloe looked up. "Close the doors!"

Despite having friends outside, they did as told.

Chloe swung her ax up in time for a large creature to jump at her, impaling itself on the blade, its deadweight sending her to the ground.

"_Chloe_!" Lois screamed from inside of the Chevy, pulling out, cocking the gun now in her hand.

"I'm...fine..." Chloe grunted. "Dan...Joe...find them!"

"Are you sure?"

There was a scream in the mist.

"Go!" Chloe continued to grunt as she tried to push off the creature from on top of her.

It only then occurred to Chloe that she'd sent her cousin into an extremely dangerous situation completely blind.

A door opened and closed.

"Get back inside!" She snapped to whoever had been stupid enough to leave the relative shelter of the Chevy.

"Just accept help for _once_ without complaining and just say _thank you_!" Wayne snapped back at her, voice strained, as he finally managed to push the large, heavy creature from off of her before offering his hand.

She accepted the hand and the help standing.

Gunshots rang through the air.

"Get back inside of the car and turn on the lights. We're going to need it to be able to get back to you all." Stepping down on the creature, she grabbed the ax and yanked it out, guts flying. She paused, then pressed up on her tiptoes and pressed a kiss to his cheek. "Thank you." And with that she rushed off in the direction of the shrieks.

She twirled the ax in her hand and then tightened her grip, narrowing her eyes as she made her way through the thick, wet mist. "LOIS?"

Nothing.

"JOE! DAN!"

Still nothing.

Worry began to eat at her as she continued forwards, every yell giving away her location to anything around.

"_LOIS!_"

Something grabbed her leg and yanked, causing the unprepared blonde to fall and hit the cement, _hard_. She rolled around, about to impale the ax into whatever had her, when she realized it was Lois.

Who had a finger to her lips.

She was under one of the trucks, Dan and Joe hiding there next to her.

Chloe hurried under as well and just in time, because something _large_ passed by where she'd been just seconds ago.

Something _really_ large.

Her eyes widened.

Lois nodded.

They waited in silence for it to pass by, and only after it wasn't visible, they turned to each other, whispering. "We have to get to the Chevy."

Lois frowned. "Dan hurt his ankle."

"Distraction?" Chloe asked Lois.

"That's what I was thinking." She admitted.

"You girls don't put yourselves in danger because of me, I've lived my life." Dan whispered. "Just leave me here and---."

"That's enough." Chloe narrowed her eyes. "We're going to get you out of here alive with us, you got that?"

He smiled at her thankfully. Despite his brave words it was only human to want to survive.

Chloe turned to Joe. "Lois and I are going to make a distraction for whatever's out there." She took in a deep breath. "And then we're going to make a run for Cornell's truck."

"That's insane!" Joe hissed. "Cornell's truck is in the far back of the parking lot! And we don't even know what Bandana Man did with the keys!"

"It's our only option." Lois hissed back. "They'll be on our tails, so we can't double back towards the Chevy."

Joe and Dan shared uneasy looks.

Chloe passed Joe the ax. "Here. Dan and your lives depend on you now."

He tightened his hand around the weapon and gulped.

The cousins then shared a look and waited a moment before rolling out from under the truck and racing towards the direction of the truck.

Lois fired a shot in the air.

"COME AND GET IT YOU FREAKS!" Chloe screamed, banging cars hoods with her fists as they raced by.

Something jumped onto one of the cars behind them.

The cousins shared looks and pressed on harder.

"Why...do I feel...like Timon and Pumba...from the Lion King?" Lois huffed as she ran side by side with her cousin, the sound of things jumping onto cars close behind them nearly deafening.

Chloe burst into laughter, nearly tripping, before stabilizing her balance and pushing on. "Except we're not in drag."

A little heartened by this exchange, the girls hurried on.

Chloe breathed in and out, thanking all holy that after escaping the cave she'd been true to her word and had trained with Lois night and day. Not only had it strengthened her unused muscles, but it'd kept her monster stronger and happy and content, since it was an active creature by nature. She was stronger, faster, and able to handle this hard physical strain when before she would have collapsed in exhaustion already.

A vague shadow appeared in Chloe's peripheral vision.

"Lois! Nine o'clock!"

Without stopping, Lois turned and fired a shot, the force sending the creature that'd been jumping at her flying back into a car, activating its alarm system.

"There! That's Cornell's truck!" Chloe pointed to the vague impression of a truck some distance away.

"How can you tell?" Lois sounded a little out of breath.

"It smells like the blood on the rope." Chloe responded.

"_Yay_ super smelling."

There was no more talking until they reached the truck, colliding into it as they slid on the ground. Chloe tried to doors. Locked.

"Where are they keys?" Lois asked, training her gun on the mist all around them, as the sound of the creatures coming closer caused their hearts to race from terror. "_Where are the keys?!?"_

"I'm looking!" Chloe screamed back, checking the the keyholes of both side before sniffing and dropping to the ground, smirking when she saw the bloody keys under the vehicle.

Bandana Man must have dropped them when he'd been nabbed.

Lois shot, a shriek fill the air. "Hurry up! I don't have an unending amount of ammo on me you know!"

"Got them!" Chloe raced to the driver's side and unlocked it, all the locks opening. "Get inside!"

Shooting at another creature as it jumped at her, Lois blew its head off before hurrying to the passenger's side and sliding in, slamming the door shut in time for Chloe to lower her lock, locking the whole truck.

The blonde turned the keys in the ignition and turned on the lights, showing a larger creature standing in front of them, mouth open and fangs showing.

Chloe grinned before pressing down on the gas, shooting into the creature and running over it. "_Yeehaw_!"

The cousins shared a grin, turning on the road in time to see the lights of the Chevy behind them, as the Chevy Tahoe ran over another creature that'd been trailing the girls.

"Do you think Dan and Joe made it?" Chloe whispered, giving the rearview mirror a quick glance before returning her attention to what was ahead.

Lois turned in the seat and looked out of the back window. "They're sticking out your ax from the front passengers window! They made it!"

Chloe grinned and exited the parking lot onto the main road.

Well, the escape hadn't gone as planned, but at least they'd made it without a casualty.

"Where are we going?" Lois asked, righting herself in the seat and strapping in her seatbelt.

"We just have one stop before we head the hell out of here." Chloe responded, eyes on the road.

"Really? Where's that?"

"Shorm Road."

* * *

They drove all day before finding a shelter before sunset in a town outside of Portland, in a mechanical garage. After making sure that the place was properly sealed, Lois had gone about looking at the different materials in the large garage and at the cars that had been left there by their unfortunate owners.

They'd driven through town after town of abandoned cobwebs, and had had to stop the cars and try to remain silent as large creatures roamed above them. Throughout the whole situation they'd had to be vigilant, had searched for any signs of people alive, but there was nothing.

It was as if the rest of the world was dead.

"I can use these material and make shields for the windows and back and front windshields." Lois was saying, looking at a pile of grills. "I could also reinforce the locks, make it safer for us to stop and sleep on the road if we have no other choice."

"You know how to do all that?" Joe asked, obviously impressed.

"Course." She smiled, hands on her hips. "I was an army brat, when girls were playing with their Barbies I was learning how to shoot, how to kick butt, and how to work on engines. When girls were getting pimples and talking about about makeup, I was learning how to assemble my favorite guns in under five minutes, how to drink Russian Generals under the table, and how to pimp my ride Apocalypse style _just in case_." She grinned. "The General had a panic room built in his home just in case the world came to an end and everything, so I was taught how to survive it should the end of the world come. Be it by zombies or killer robots from the future or vial outbreak or aliens."

"What did you learn during your college years?" Bobby asked, just as impressed as his brother and maybe just a little infatuated.

Lois only answered by pulling down the back of the waistband of her pants to show a tattoo of tribal wings. "I can legally fly a small personal plane, a commercial airline, any military aircraft, a jet, and helicopter. Got this to commemorate."

"I think I'm in love." Bobby turned to his brother.

Joe just nodded in agreement.

"Hey." Chloe sat down next to Wayne, sitting with their backs against the wall. "How are you holding up?"

"I kinda figured they wouldn't have made it." Wayne didn't look at her, eyes on his shoes. "But I guess, deep down inside, that I always kinda had a little hope that somehow they'd made it."

"I'm sorry." She whispered, placing a hand on his arm. "I really am."

"I know." He nodded, placing a hand on hers, tightening his grip slightly.

"Daddy, are we safe now?" Billy asked from where he way lying on the floor between his mother and father.

"We soon will be." David promised his son before giving his wife a look.

Irene, Ambrose Cornell and Dan were talking in the corner.

Bud and Ollie were arguing good-naturedly.

Chloe took in a deep breath before looking at the cars and standing up, going to her cousin. "You've looked over these things, right? You think you can get them running with what we have on us in the store?"

"Yeah, mostly they need the basics, things I can fix with duct tape." Lois nodded.

Then again, Lois swore most things in life could be fixed with duct tape.

"How about the RV and the Land Rover?" Chloe asked, pointing to the vehicles in mention. "We could keep the perishables in the fridge of the RV, and there will be a bathroom even if we're on the road, and a shower that can be used. Also, not only will it keep us from being too smashed up together, but we'll be able to carry more weapons and ammunition that way between us, more gas too."

"Gas and ammunitions." Lois raised an eyebrow. "Curious, we don't have any of those."

"Right, we don't." Chloe nodded. "I noticed as we drove in that there's not only a gas station close to here, but that there's a weapons store as well. So I was thinking I would go, round us up a couple of large gas containers, fill them up, and get us some more weapons and ammunitions from the store. We don't know how far this mist has gotten to if it even _has_ a boundary line. We need to have enough weapons and ammo to protect ourselves."

"You're really insane if you think I'm going to let you do that by yourself." Lois glared at her.

"You can't come." Chloe sighed. "You have to 'pimp' out the rides, remember?"

"Then take Bobby and Joe with you." Lois tried.

Chloe shook her head. "You need their help to be able to finish this quickly."

Plus, if she took the brothers with her, they'd most probably end up dead.

"I'll go with her." Wayne appeared by Chloe's side.

"Me too." David called from where he was lying down.

"And me." Ollie nodded.

"This will be dangerous." The blonde warned them.

"When isn't _anything _dangerous these days?" Bud grumbled.

"Not only...I'm not referring only to the _things_." She took in a breath and leaned against the truck. "I mean _I_ might become dangerous...if I feel threatened." There was silence. "You all saw what happened at the supermarket. You saw me...become a monster."

"How exactly does that happen?" Dan asked, curious.

"Does it have anything to do with your time in the cave?" Wayne surprised her by asking.

She nodded, sharing a look with Lois before sighing and closing her eyes. "The creatures that hunted us, were actually mutated humans who'd gotten stuck in there during the time of the Cold War."

Stacy and Billy's eyes widened.

"There was a parasite in this new ecosystem, and it mutated all those it infected. Everyone it infected it _evolved_ to better thrive where they lived, and everyone who got infected with this parasite became the monsters. And those...those who were not strong enough to handle the transformation died." She closed her eyes tightly, images of Jack's smiling face flashing before her.

"Why didn't you?" Ollie asked. "I mean, other than the eyes sometimes, you look perfectly human."

"I was already infected with a different parasite." Chloe opened her eyes once more and sighed, running a hand through her hair. "I was infected when I was a kid, and I'd thought that I'd gotten all of it out, but a part of it was still in me all those years, becoming a part of me, not big enough to induce my suicide by looking for an adrenaline rush, but enough to change me, mutate me a bit without my knowledge. So when Briggs left me and Kathryn to be eaten, and I got infected by the creature in the cave, both of the parasites battled and then merged, and I was the outcome."

"Wow." Bud blinked. "That sounds like a movie."

She snorted, amused. "It's not quite as fun living through it, let me tell you. I constantly have a monster in here." She tapped her chest. "Its grumpy and a little sulky, and it has a bloodlust that gets out of control when I feel threatened, or when the few people it considers packmates are put in danger."

"Like when Wayne was stabbed." Irene pointed out.

Chloe nodded, feeling a little embarrassed now that it was let out. "I---I let the monster out of the cage and kinda blanked out, I only really woke up when my _hand_ was inside the butcher's stomach."

Billy made up his nose at the memory.

"So, other than this bloodlust," Ambrose spoke up. "How does this mutation work exactly?"

"Well, I'm stronger than I was before, and I can shift without letting my monster out. When I shift my eyes go gold, like this." She shifted to demonstrate, wincing slightly at the bright light, bringing her hand up to shield her gaze until it got used to the light provided by the generator in the store. "Like this I'm faster, stronger, and all of my senses are heightened, like my eyesight--I can see in the dark. When I let my monster out, my pupils go elliptical, like a cat's. Well, sometimes my eyes go feline-like when my monster's not out, but you can tell when my monster's in charge because there's not a hint of humanity in my eyes...its purely animalistic. And that's when I'm dangerous, because sometimes I blank out completely, and the monster mightn't realize or even remember who is my enemy and who isn't."

"Which is why you approached her so cautiously in the pharmacy." Wayne pointed to Lois.

Lois nodded. "The kitty knows that I'm pack, but sometimes in the heat of bloodlust she can get a little _disoriented_, so you just have to be calm and soothing and let her get a good whiff of your scent and hear the tone of your voice to recognize you."

"It's a _monster_." Chloe glared at Lois. "Stop calling it _kitty_."

"Make me." Lois stuck out her tongue.

"Well, how I see it, your _creature_ has taken to people to take care of." Irene announced. "And you've been taking care of us, so it will soon take to us as pack as well."

"I figured the same." Dan nodded.

"After the people turned on us in the supermarket, it's been..._distrustful_." Chloe frowned.

"Well, _we_ haven't done anything for it to distrust us." Ambrose replied. "It'll get used to us in time."

Chloe was shocked at how they were taking this.

How could they do so---so easily?

"Hell, Chloe." Ollie gave her a wry smile. "Your monster's been protecting us up until now, why are you so surprised that we're accepting of it?"

"Because _I_ am not _half_ as accepting of it as you all are!" She replied truthfully. "It's---a lot to digest."

"Is there a way to _control_ the Doctor Jeckyl Mister Hide act?" Stacy asked curiously. "To make you more in control when your inner kitty comes out to play?"

"I don't know." Chloe admitted, ignoring the nickname she was hoping wouldn't stick amongst the group. "I mean, the monster is constantly urging me to _merge_, but I don't know what exactly that means...and if I did...would I lose myself to it if I _did_ merge with it? Would _I _become the monster? Is my _not_ merging what has kept some of my humanity still intact?"

"We have time to figure that out." Wayne went to lean against the truck next to her. "Don't stress yourself out too much for now."

"You sound like a berserker." Billy announced, causing everyone to look at him in surprise.

"A what, honey?" Stacey asked.

"You know, the _intense_ viking warriors who used to go into a _serious _bloodlust in battle? Like in the comics dad always gets me." Billy announced, sitting up, excited. "They like, channel the rage of a bear or something, but its like _she_ channels the rage of something feline, 'cause of the eyes and everything. Probably like a lion or tiger or something fierce like that."

Chloe blinked.

She---she'd never thought of that before.

"It does...purr...when its happy." Chloe whispered.

Wayne turned to look at her with an oddly intense expression of fascination on his face.

Once again, for some reason, she felt embarrassed.

"Well, enough of the chitchat." Lois announced. "We should all get a good night's sleep tonight. Tomorrow we _all_ have busy and potentially dangerous days, so we should all get much needed rest."

"I'll take the first watch." Ambrose Cornell called, getting up and grabbing his shotgun.

"I'll take second." David replied.

One by one they got their shifts appointed to them so that everyone would be able to have equal amounts of sleep.

Chloe and Wayne, both having later shifts, laid down, and if it was close to each other that was only coincidental.

Stretching on the ground, Chloe looked at the small group of people, and smiled. Lois could easily whip them into shape, and with a couple of weapons training and such, they might very well be able to survive this...whatever this was.

She still worried about Lex, about the outside world, but Chloe had realized that she needed to worry about them and about _now_. They were still driving towards Metropolis in hopes that Lex and the others were still alive, but they were in Oregon and it would take a while to drive to Kansas even in the best situations _without_ having to go so slow because of the mist...or killer monsters.

At least Lois had found fog lights and was going to install them on the vehicles.

And they were going to stock up on weapons and ammunitions.

Chloe smiled.

They could make it.

They _could_.

"Sleep." Wayne whispered, eyes closed. "You need your rest."

"_You_ need your rest." She chuckled, closing her eyes nonetheless.

"Ouch, kitty's got claws." He whispered back teasingly.

She felt his hand find and clasp hers.

The blonde somehow forgot to scold him for picking up Lois' nickname

* * *

**C'est fini! Hope you enjoyed it.**


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